Mississippi Code 1972 (2023) › Title 79 - CORPORATIONS, ASSOCIATIONS, AND PARTNERSHIPS (§§ 79-1-1 — 79-37-604) › Chapter 13 - UNIFORM PARTNERSHIP ACT (1997) › Article 1 - GENERAL PROVISIONS (§§ 79-13-101 — 79-13-107) › Section 79-13-101 - Definitions

In this chapter:
(1)
"Business" includes every trade, occupation, and profession.
(2)
"Debtor in bankruptcy" means a person who is the subject of:
(i)
An order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or
(ii)
A comparable order under federal, state, or foreign law governing insolvency.
(3)
"Distribution" means a transfer of money or other property from a partnership to a partner in the partner's capacity as a partner or to the partner's transferee.
(4)
"Domestic partnership" means a partnership whose internal relations are governed by the laws of this state.
(5)
"Foreign limited liability partnership" means a partnership that:
(i)
Is formed under laws other than the laws of this state; and
(ii)
Has the status of a limited liability partnership under those laws.
(6)
"Foreign partnership" means a partnership other than a domestic partnership.
(7)
"Limited liability partnership" or "domestic limited liability partnership" means a partnership that has filed a statement of qualification under Section
79-13-1001
and does not have a similar statement in effect in any other jurisdiction.
(8)
"Partnership" means an association of two (2) or more persons to carry on as co-owners a business for profit formed under Section
79-13-202
, predecessor law, or comparable law of another jurisdiction.
(9)
"Partnership agreement" means the agreement, whether written, oral, or implied, among the partners concerning the partnership, including amendments to the partnership agreement.
(10)
"Partnership at will" means a partnership in which the partners have not agreed to remain partners until the expiration of a definite term or the completion of a particular undertaking.
(11)
"Partnership interest" or "partner's interest in the partnership" means all of a partner's interests in the partnership, including the partner's transferable interest and all management and other rights.
(12)
"Person" means an individual, corporation, business trust, estate, trust, partnership, association, joint venture, government, governmental subdivision, agency, or instrumentality, or any other legal or commercial entity.
(13)
"Property" means all property, real, personal, or mixed, tangible or intangible, or any interest therein.
(14)
"State" means a state of the United States, the District of Columbia, the Commonwealth of Puerto Rico, or any territory or insular possession subject to the jurisdiction of the United States.
(15)
"Statement" means a statement of partnership authority under Section
79-13-303
, a statement of denial under Section
79-13-304
, a statement of dissociation under Section
79-13-704
, a statement of dissolution under Section
79-13-805
, a statement of merger under Section
79-13-907
, a statement of qualification under Section
79-13-1001
, a statement of foreign qualification under Section
79-13-1102
, or an amendment or cancellation of any of the foregoing.
(16)
"Surviving partnership" means a domestic or foreign partnership into which one or more domestic or foreign partnerships are merged. A surviving partnership may preexist the merger or be created by the merger.
(17)
"Transfer" includes an assignment, conveyance, lease, mortgage, deed, and encumbrance.
Laws, 2004, ch. 458, § 101, eff. 1/1/2005.
Amended by Laws, 2014, ch. 399, SB 2322, 37, eff. 1/1/2015.