reglab/statecodes huggingface dataset:
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-65 - Hazardous financial condition.

§ 58-93-65. Hazardous financial condition.
(a) Whenever the financial condition of any PHP indicates a condition such that the continued operation of the PHP might be hazardous to its enrollees, creditors, the general public, or the State, the Commissioner may order the PHP to take action as may be reasonably necessary to rectify the existing condition, including one or more of the following steps:
(1) Reduce the total amount of present and potential liability for health care services by reinsurance.
(2) Reduce the volume of new business being accepted.
(3) Reduce the expenses by specified methods.
(4) Suspend or limit the writing of new business for a specified period of time.
(5) Require an increase to the PHP's capital and surplus by contribution.
(b) The Commissioner may consider any or all of the standards in G.S. 58-30-60(b) when determining whether the continued operation of a PHP is hazardous to its enrollees, creditors, the general public, or the State.
(c) The remedies under subsection (a) of this section are in addition to, and not in lieu of, the remedies and measures available to the Commissioner under the provisions of Article 30 of this Chapter.
(d) The Commissioner shall notify the Secretary of DHHS prior to taking any action against a PHP under this section. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-70 - Protection against insolvency.

§ 58-93-70. Protection against insolvency.
(a) The Commissioner shall require deposits in accordance with the provisions of G.S. 58-93-35.
(b) Each PHP shall maintain a minimum capital and surplus equal to the greater of one million dollars ($1,000,000) or the amount required under the risk-based capital provisions of Article 12 of this Chapter.
(c) Every PHP shall have and maintain at all times an adequate plan for protection against insolvency acceptable to the Commissioner. In determining the adequacy of such a plan, the Commissioner may consider all of the following:
(1) A reinsurance agreement preapproved by the Commissioner covering excess loss, stop loss, or catastrophes. The agreement must provide that the Commissioner will be notified no less than 60 days prior to cancellation or reduction of coverage.
(2) Any other arrangements offering protection against insolvency that the Commissioner may require. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-75 - Continuation of health care services.

§ 58-93-75. Continuation of health care services.
The Commissioner shall require that each PHP have a plan for handling insolvency. The plan must allow for health care services to be provided to enrollees until the PHP's capitated contract is terminated by DHHS and all enrollees required under G.S. 108D-40 to enroll in a PHP are transitioned to another PHP. In considering the plan, the Commissioner may require any of the following:
(1) Insurance to cover the expenses to be paid for enrollee health care services after an insolvency.
(2) Provisions in provider contracts that obligate the provider to provide services for the duration of the period after the PHP's insolvency until the PHP's capitated contract is terminated by DHHS and all enrollees required under G.S. 108D-40 to enroll in a PHP are transitioned to another PHP.
(3) Insolvency reserves.
(4) Letters of credit acceptable to the Commissioner.
(5) Any other arrangements to assure that health care services are provided to enrollees as specified in this section. (2018-49, s. 1(a); 2022-46, s. 5.)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-80 - Incurred but not reported claims.

§ 58-93-80. Incurred but not reported claims.
(a) Every PHP shall, when determining liability, include an amount estimated in the aggregate to provide for (i) any unearned capitation payment, (ii) the payment of all claims for health care expenditures that have been incurred, whether reported or unreported, that are unpaid and for which the PHP is or may be liable, and (iii) the expense of adjustment or settlement of these claims.
(b) Liabilities shall be computed in accordance with rules adopted by the Commissioner based upon rules applicable to health maintenance organizations adjusted for reasonable consideration of the ascertained experience and character of the PHP. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-85 - Suspension or revocation of license.

§ 58-93-85. Suspension or revocation of license.
(a) The Commissioner may suspend or revoke a PHP license if the Commissioner finds that a PHP meets any of the following:
(1) Is operating significantly in contravention of its organizational document, or in a manner contrary to that described in and reasonably inferred from any other information submitted under G.S. 58-93-20, unless amendments to such submissions have been filed with and approved by the Commissioner.
(2) Is no longer financially responsible and may reasonably be expected to be unable to meet its obligations to enrollees or prospective enrollees.
(3) Is operating in a manner that would be hazardous to its enrollees or to the State.
(4) Knowingly or repeatedly fails or refuses to comply with any law or rule applicable to the PHP or with any order issued by the Commissioner after notice and opportunity for a hearing.
(5) Has knowingly published or made to the Department, to DHHS, or to the public any false statement or report.
(b) A license shall be suspended or revoked only after compliance with G.S. 58-93-95.
(c) When a PHP license is suspended, the PHP shall not, during the suspension, enroll any additional enrollees, except newborn children or other newly acquired dependents of existing enrollees, and shall not engage in any advertising or solicitation.
(d) When a PHP license is revoked, the PHP shall proceed, immediately following the effective date of the order of revocation, to wind up its affairs and shall conduct no further business except as may be essential to the orderly conclusion of the affairs of the PHP. The PHP shall engage in no advertising or solicitation. The Commissioner may, by written order, permit such further operation of the PHP as the Commissioner may find to be in the best interest of enrollees and the State of North Carolina.
(e) The Commissioner shall consult with the Secretary of DHHS prior to taking any action against a PHP under this section. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-90 - Rehabilitation or liquidation of PHP.

§ 58-93-90. Rehabilitation or liquidation of PHP.
(a) Any rehabilitation or liquidation of a PHP shall be deemed to be the rehabilitation or liquidation of an insurance company and shall be conducted under the supervision of the Commissioner pursuant to Article 30 of this Chapter. The Commissioner may apply for an order directing the rehabilitation or liquidation of a PHP upon one or more grounds set out in Article 30 of this Chapter or when it is the opinion of the Commissioner that the continued operation of the PHP would be hazardous either to the enrollees or to the State. Priority shall be given to DHHS's claims over all other claims in G.S. 58-30-220, except for claims in G.S. 58-30-220(1).
(b) To the greatest extent possible, the Commissioner shall provide notice to DHHS prior to seeking an application for an order to rehabilitate or liquidate a PHP under this section. If prior notice is not possible, the Commissioner shall provide the notice to DHHS as soon as possible after seeking the order. (2018-49, s. 1(a); 2019-179, s. 9(d).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-95 - Administrative procedures.

§ 58-93-95. Administrative procedures.
(a) When the Commissioner has cause to believe that grounds for the denial of an application for a license exist, or that grounds for the suspension or revocation of a license exist, notification shall be given to the PHP in writing and a copy of the notice shall be provided to DHHS. This notice shall specifically state the grounds for denial, suspension, or revocation and shall set a date for a hearing on the matter at least 30 days after notice is given.
(b) After such hearing, or upon the failure of the PHP to appear at such hearing, the Commissioner shall take action as is deemed advisable and issue written findings that shall be mailed to the PHP. The Commissioner shall provide DHHS with an explanation of the action taken and a copy of the written findings.
(c) The action of the Commissioner taken under subsection (b) of this section shall be subject to review by the Superior Court of Wake County. The court may, in disposing of the issue before it, modify, affirm, or reverse the order of the Commissioner in whole or in part.
(d) The provisions of Chapter 150B of the General Statutes of this State shall apply to proceedings under this section to the extent that they are not in conflict with this section. (2018-49, s. 1(a); 2019-179, s. 9(e).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-100 - Penalties and enforcement.

§ 58-93-100. Penalties and enforcement.
(a) The Commissioner may, in addition to or in lieu of suspending or revoking a license under G.S. 58-93-85, proceed under G.S. 58-2-70, provided that the PHP has reasonable time to remedy the defect in its operations that gave rise to the procedure under G.S. 58-2-70.
(b) Violation of this Article or any other provision of this Chapter that expressly applies to PHPs is a Class 1 misdemeanor.
(c) If the Commissioner shall for any reason have cause to believe that any violation of this Article or any other provision of this Chapter that expressly applies to PHPs has occurred or is threatened, the Commissioner may give notice to the PHP and to the representatives or other persons who appear to be involved in such suspected violation to arrange a conference with the alleged violators or their authorized representatives for the purpose of attempting to ascertain the facts relating to the suspected violation and, in the event it appears that any violation has occurred or is threatened, to arrive at an adequate and effective means of correcting or preventing the violation. If notice is given under this subsection, a copy of the notice shall be provided to the Secretary of DHHS. The Secretary of DHHS or the Secretary's designee may be present at any proceedings under this subsection.
Proceedings under this subsection shall not be governed by any formal procedural requirements and may be conducted in such manner as the Commissioner may deem appropriate under the circumstances.
(d) The Commissioner may issue an order directing a PHP or a representative of a PHP to cease and desist from engaging in any act or practice in violation of the provisions of this Article or any other provision of this Chapter that expressly applies to PHPs.
Within 30 days after service of the cease and desist order, the respondent may request a hearing on the question of whether acts or practices have occurred that are in violation of this Article or any other provision of this Chapter that expressly applies to PHPs. The hearing shall be conducted under Article 3A of Chapter 150B of the General Statutes, and judicial review shall be available as provided by Article 4 of Chapter 150B of the General Statutes.
(e) In the case of any violation of the provisions of this Article or any other provision of this Chapter that expressly applies to PHPs, if the Commissioner elects not to issue a cease and desist order, or in the event of noncompliance with a cease and desist order issued under subsection (d) of this section, the Commissioner may institute a proceeding to obtain injunctive relief, or seek other appropriate relief, in the Superior Court of Wake County.
(f) The Commissioner shall consult with the Secretary of DHHS prior to taking any action against a PHP under this section. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-105 - Confidentiality of information.

§ 58-93-105. Confidentiality of information.
(a) All applications, filings, and reports required under this Article shall be treated as public documents unless otherwise determined by the Commissioner to be proprietary information.
(b) Information shared between the Department and DHHS under this Article is confidential and not open to public inspection under G.S. 132-6, unless the information is considered a public record under G.S. 132-1 or is otherwise subject to disclosure under the provisions of Chapter 132 of the General Statutes.
(c) Information shared between the Department and DHHS under this Article that is not open to public inspection shall not be disclosed to any person unless otherwise agreed to by both the Commissioner and the Secretary of DHHS. (2018-49, s. 1(a).)
2023 North Carolina General Statutes › Chapter 58 - Insurance › Article 93 - Prepaid Health Plan Licensing Act. › § 58-93-110 - Statutory construction and relationship to other laws.

§ 58-93-110. Statutory construction and relationship to other laws.
(a) Except as otherwise provided in this Article, provisions of this Chapter do not apply to either of the following:
(1) A PHP that is not a licensed health organization.
(2) A PHP that is a licensed health organization in regards to activities that relate solely to the PHP's Medicaid operation.
(b) Nothing in this section shall limit the Commissioner's authority over a PHP that is a licensed health organization in relation to any activities that do not relate solely to the PHP's Medicaid operation. (2018-49, s. 1(a); 2022-74, s. 9D.15(z).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-31 - North Carolina Uniform Partnership Act.

§ 59-31. North Carolina Uniform Partnership Act.
Articles 2 through 4A, inclusive, of this Chapter shall be known and may be cited as the North Carolina Uniform Partnership Act. (1941, c. 374, s. 1; 2000-140, s. 101(j); 2001-487, s. 20.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-33 - Interpretation of knowledge and notice.

§ 59-33. Interpretation of knowledge and notice.
(a) A person has "knowledge" of a fact within the meaning of this Act not only when he has actual knowledge thereof, but also when he has knowledge of such other facts as in the circumstances show bad faith.
(b) A person has "notice" of a fact within the meaning of this Act when the person who claims the benefit of the notice:
(1) States the fact to such person, or
(2) Delivers through the mail, or by other means of communication a written statement of the fact to such person or to a proper person at his place of business or residence. (1941, c. 374, s. 3; 2000-140, s. 101(n).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-34 - Rules of construction.

§ 59-34. Rules of construction.
(a) The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this Act.
(b) The law of estoppel shall apply under this Act.
(c) The law of agency shall apply under this Act.
(d) This Article shall be so interpreted and construed as to effect its general purpose to make uniform the law of those states which enact it.
(e) This Article and the other provisions of this Act shall not be construed so as to impair the obligations of any contract existing when the Article or any other provision of this Act, as applicable, goes into effect, nor to affect any action or proceedings begun or right accrued before this Article or any other provision of this Act, as applicable, takes effect. (1941, c. 374, s. 4; 2000-140, s. 101(l).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-35 - Rules for cases not provided for in this Act.

§ 59-35. Rules for cases not provided for in this Act.
In any case not provided for in this Act, the rules of law and equity, including the law merchant, shall govern. (1941, c. 374, s. 5; 2000-140, s. 101(m).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-35.1 - Filing of documents.

§ 59-35.1. Filing of documents.
(a) A document required or permitted by this Act to be filed by the Secretary of State must be filed under Chapter 55D of the General Statutes.
(b) A document submitted for filing by the Secretary of State on behalf of a general partnership must be executed by a general partner of the partnership.
(c) The Secretary of State may adopt and furnish on request forms for:
(1) An application for registration as a registered limited liability partnership;
(2) Cancellation of registration as a registered limited liability partnership;
(3) Application for registration as a foreign limited liability partnership; and
(4) Cancellation of registration as a foreign limited liability partnership.
If the Secretary of State so requires, use of these forms is mandatory.
(d) The Secretary of State may adopt and furnish on request forms for other documents required or permitted to be filed by this Act, but their use is not mandatory. (1999-369, s. 4.1; 2001-358, ss. 9, 38, 51(c); 2001-387, ss. 104, 105(c), 155, 170(a), 173, 175(a); 2001-413, s. 6; 2002-58, s. 4.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-35.2 - Filing, service, and copying fees.

§ 59-35.2. Filing, service, and copying fees.
(a) The Secretary of State shall collect the following fees when the documents described in this subsection are submitted by a partnership to the Secretary of State for filing:
Document Fee
(1) Application for reserved name $10.00
(2) Notice of transfer of reserved name 10.00
(3) Application for registered name 10.00
(4) Application for renewal of registered name 10.00
(5) Registered limited liability partnership's or foreign limited liability partnership's statement of change of registered agent or registered office or both 5.00
(6) Agent's statement of change of registered office for each affected registered limited liability partnership or foreign limited liability partnership 5.00
(7) Agent's statement of resignation No Fee
(8) Designation of registered agent or registered office or both 5.00
(9) Articles of conversion (other than articles of conversion included as part of another document) 50.00
(10) Articles of merger 50.00
(11) Application for registration as a registered limited liability partnership 125.00
(12) Certificate of amendment of registration as a registered limited liability partnership 25.00
(13) Cancellation of registration as a registered limited liability partnership 25.00
(14) Application for registration as a foreign limited liability partnership 125.00
(15) Certificate of amendment of registration as a foreign limited liability partnership 25.00
(16) Cancellation of registration as a foreign limited liability partnership 25.00
(17) Application for certificate of withdrawal by reason of merger, consolidation, or conversion 10.00
(18) Annual report 200.00
(19) Articles of correction 10.00
(20) Any other document required or permitted to be filed pursuant to this Act 10.00
(b) Whenever the Secretary of State is deemed appointed as a registered agent under this Act or under Chapter 55D of the General Statutes, the Secretary of State shall collect a fee of ten dollars ($10.00) each time process is served on the Secretary of State under this Act. The party to the proceeding causing service of process is entitled to recover this fee as costs if the party prevails in the proceeding.
(c) The Secretary of State shall collect the following fees for copying, comparing, and certifying a copy of a filed partnership document:
(1) One dollar ($1.00) a page for copying or comparing a copy to the original.
(2) Fifteen dollars ($15.00) for a paper certificate.
(3) Ten dollars ($10.00) for an electronic certificate. (2001-387, s. 170(b); 2001-487, s. 62(q); 2005-435, s. 46.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-36 - Partnership defined.

§ 59-36. Partnership defined.
(a) A partnership is an association of two or more persons to carry on as co-owners a business for profit.
(b) But any association formed under any other statute of this State, or any statute adopted by authority, other than the authority of this State, is not a partnership under this Article, unless such association would have been a partnership in this State prior to the adoption of this Article; but this Article shall apply to limited partnerships except insofar as the statutes relating to such partnerships are inconsistent herewith. (1941, c. 374, s. 6.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-37 - Rules for determining the existence of a partnership.

§ 59-37. Rules for determining the existence of a partnership.
In determining whether a partnership exists, these rules shall apply:
(1) Except as provided by G.S. 59-46 persons who are not partners as to each other are not partners as to third persons.
(2) Joint tenancy, tenancy in common, tenancy by the entireties, joint property, common property, or part ownership does not of itself establish a partnership, whether such co-owners do or do not share any profits made by the use of the property.
(3) The sharing of gross returns does not of itself establish a partnership, whether or not the persons sharing them have a joint or common right or interest in any property from which the returns are derived.
(4) The receipt by a person of a share of the profits of a business is prima facie evidence that he is a partner in the business, but no such inference shall be drawn if such profits were received in payment:
a. As a debt by installments or otherwise,
b. As wages of an employee or rent to a landlord,
c. As an annuity to a widow or representative of a deceased partner,
d. As interest on a loan, though the amount of payment vary with the profits of the business,
e. As the consideration for the sale of a goodwill of a business or other property by installments or otherwise. (1941, c. 374, s. 7.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-38 - Partnership property.

§ 59-38. Partnership property.
(a) All property originally brought into the partnership stock or subsequently acquired by purchase or otherwise, on account of the partnership, is partnership property.
(b) Unless the contrary intention appears, property acquired with partnership funds is partnership property.
(c) Any estate in real property may be acquired in the partnership name. Title so acquired can be conveyed only in the partnership name.
(d) A conveyance to a partnership in the partnership name, though without words of inheritance, passes the entire estate of the grantor unless a contrary intent appears. (1941, c. 374, s. 8.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-39 - Partner agent of partnership as to partnership business.

§ 59-39. Partner agent of partnership as to partnership business.
(a) Every partner is an agent of the partnership for the purpose of its business, and the act of every partner, including the execution in the partnership name of any instrument, for apparently carrying on in the usual way the business of the partnership of which he is a member binds the partnership, unless the partner so acting has in fact no authority to act for the partnership in the particular matter, and the person with whom he is dealing has knowledge of the fact that he has no such authority.
(b) An act of a partner which is not apparently for the carrying on of the business of the partnership in the usual way does not bind the partnership unless authorized by the other partners.
(c) Unless authorized by the other partners or unless they have abandoned the business, one or more but less than all the partners have no authority to:
(1) Assign the partnership property in trust for creditors, or on the assignee's promise to pay the debts of the partnership,
(2) Dispose of the goodwill of the business,
(3) Do any other act which would make it impossible to carry on the ordinary business of a partnership,
(4) Confess a judgment,
(5) Submit a partnership claim or liability to arbitration or reference.
(d) No act of a partner in contravention of a restriction on authority shall bind the partnership to persons having knowledge of the restriction. (1941, c. 374, s. 9.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-39.1 - Act, admission or acknowledgment by partner.

§ 59-39.1. Act, admission or acknowledgment by partner.
After a cause of action has accrued on any obligation of a partnership, any act, admission or acknowledgment by any partner acting in the ordinary course of the business of the partnership or with the authority of his copartners which removes the bar of the statute of limitations or causes the statutes to begin running anew with respect to the partner doing such act or making such admission or acknowledgment has a like effect with respect to all of the partners and with respect to partnership liability, but when any partner is not so acting and does not have the authority of his copartners, any act, admission or acknowledgment by such partner which removes the bar of the statute of limitations or causes the statute to begin running anew has such effect only as to the partner doing such act or making such admission or acknowledgment, and shall not renew, extend or in any manner impose liability of any kind against any partner who has not authorized or ratified the same nor against the partnership. (1953, c. 1076, s. 2.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-40 - Conveyance of real property of the partnership.

§ 59-40. Conveyance of real property of the partnership.
(a) Where title to real property is in the partnership name, any partner may convey title to such property by a conveyance executed in the partnership name; but the partnership may recover such property unless the partner's act binds the partnership under the provisions of subsection (a) of G.S. 59-39, or unless such property has been conveyed by the grantee or a person claiming through such grantee to holder for value without knowledge that the partner, in making the conveyance, has exceeded his authority.
(b) Where title to real property is in the name of the partnership, a conveyance executed by a partner, in his own name, passes the equitable interest of the partnership, provided the act is one within the authority of the partner under the provisions of subsection (a) of G.S. 59-39.
(c) Where title to real property is in the name of one or more, but not all the partners, and the record does not disclose the right of the partnership, the partners in whose name the title stands may convey title to such property, but the partnership may recover such property if the partners' act does not bind the partnership under the provisions of subsection (a) of G.S. 59-39, unless the purchaser or his assignee, is a holder for value, without knowledge.
(d) Where the title to real property is in the name of one or more or all the partners, or in a third person in trust for the partnership, a conveyance executed by a partner in the partnership name, or in his own name, passes the equitable interest of the partnership, provided the act is one within the authority of the partner under the provisions of subsection (a) of G.S. 59-39.
(e) Where the title to real property is in the names of all the partners a conveyance executed by all the partners passes all their rights in such property. (1941, c. 374, s. 10; 1959, c. 1161, s. 3.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-41 - Partnership bound by admission of partner.

§ 59-41. Partnership bound by admission of partner.
An admission or representation made by any partner concerning partnership affairs within the scope of his authority as conferred by this Act is evidence against the partnership. (1941, c. 374, s. 11; 2000-140, s. 101(n).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-42 - Partnership charged with knowledge of or notice to partner.

§ 59-42. Partnership charged with knowledge of or notice to partner.
Notice to any partner of any matter relating to partnership affairs, and the knowledge of the partner acting in the particular matter, acquired while a partner or then present to his mind, and the knowledge of any other partner who reasonably could and should have communicated it to the acting partner, operate as notice to or knowledge of the partnership, except in the case of a fraud on the partnership committed by or with the consent of that partner. (1941, c. 374, s. 12.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-43 - Partnership bound by partner's wrongful act.

§ 59-43. Partnership bound by partner's wrongful act.
Where, by any wrongful act or omission of any partner acting in the ordinary course of the business of the partnership or with the authority of his copartners, loss or injury is caused to any person, not being a partner in the partnership, or any penalty is incurred, the partnership is liable therefor to the same extent as the partner so acting or omitting to act. (1941, c. 374, s. 13.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-44 - Partnership bound by partner's breach of trust.

§ 59-44. Partnership bound by partner's breach of trust.
The partnership is bound to make good the loss:
(1) Where one partner acting within the scope of his apparent authority receives money or property of a third person and misapplies it; and
(2) Where the partnership in the course of its business receives money or property of a third person and the money or property so received is misapplied by any partner while it is in the custody of the partnership. (1941, c. 374, s. 14.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-45 - Nature of partner's liability in ordinary partnerships and in registered limited liability partnerships.

§ 59-45. Nature of partner's liability in ordinary partnerships and in registered limited liability partnerships.
(a) Except as provided by subsections (a1) and (b) of this section, all partners are jointly and severally liable for the acts and obligations of the partnership.
(a1) Except as provided in subsection (b) of this section, a partner in a registered limited liability partnership is not individually liable, directly or indirectly, including by indemnification, contribution, assessment, or otherwise, for debts and obligations of the partnership incurred while it is a registered limited liability partnership solely by reason of being a partner and does not become liable by participating, in whatever capacity, in the management or control of the business of the partnership.
(b) Nothing in this Chapter alters the law in this State applicable to the professional relationship and liabilities between the individual furnishing the professional services and the person receiving the professional services, the standards of professional conduct applicable to the rendering of the services, or any responsibilities, obligations, or sanctions imposed under applicable licensing statutes. A partner in a registered limited liability partnership is not individually liable, directly or indirectly, including by indemnification, contribution, assessment, or otherwise, for the debts, obligations, and liabilities of, or chargeable to, the registered limited liability partnership that arise from errors, omissions, negligence, malpractice, incompetence, or malfeasance committed by another partner or by an employee, agent, or other representative of the partnership; however, nothing in this Chapter affects the liability of a partner of a professional registered limited liability partnership for his or her own errors, omissions, negligence, malpractice, incompetence, or malfeasance committed in the rendering of professional services.
(c) Repealed by Session Laws 1999-362, s. 5, effective October 1, 1999.
(d) A partner in a registered limited liability partnership is not a proper party to proceedings by or against a limited liability partnership, except where the object of the proceeding is to enforce a partner's right against or liability to the limited liability partnership.
(e) The liability of partners of a registered limited liability partnership formed and existing under this Chapter is determined exclusively by this Chapter and the laws of this State.
(f) If a conflict arises between the laws of this State and the laws of any other jurisdiction with regard to the liability of a partner of a registered limited liability partnership formed and existing under this Chapter for the debts, obligations, and liabilities of the registered limited liability partnership, this Chapter and the laws of this State govern in determining the liability. (1941, c. 374, s. 15; 1953, c. 881; 1993, c. 354, s. 4; 1999-362, s. 5; 2022-64, s. 4(a).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-46 - Partner by estoppel.

§ 59-46. Partner by estoppel.
(a) When a person, by words spoken or written, by conduct, or by contract, represents himself, or consents to another representing him to anyone, as a partner in an existing partnership or with one or more persons not actual partners, he is liable to any such person to whom such representation has been made, who has, on the faith of such representation, given credit to the actual or apparent partnership, and if he has made such representation or consented to its being made in a public manner, he is liable to such person, whether the representation has or has not been made or communicated to such person so giving credit by or with the knowledge of the apparent partner making the representation or consenting to its being made.
(1) When a partnership liability results, he is liable as though he were an actual member of the partnership.
(2) When no partnership liability results, he is liable jointly with the other persons, if any, so consenting to the contract or representation as to incur liability, otherwise separately.
(b) When a person has been thus represented to be a partner in an existing partnership, or with one or more persons not actual partners, he is an agent of the persons consenting to such representation to bind them to the same extent and in the same manner as though he were a partner in fact, with respect to persons who rely upon the representation. Where all the members of the existing partnership consent to the representation, a partnership act or obligation results; but in all other cases it is the joint act or obligation of the person acting and the persons consenting to the representation. (1941, c. 374, s. 16; 1975, c. 732.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-47 - Liability of incoming partner.

§ 59-47. Liability of incoming partner.
A person admitted as a partner into an existing partnership is liable for all the obligations of the partnership arising before his admission as though he had been a partner when such obligations were incurred, except that this liability shall be satisfied only out of partnership property. (1941, c. 374, s. 17.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-48 - Rules determining rights and duties of partners.

§ 59-48. Rules determining rights and duties of partners.
The rights and duties of the partners in relation to the partnership shall be determined, subject to any agreement between them, by the following rules:
(1) Each partner shall be repaid his contributions, whether by way of capital or advances to the partnership property and share equally in the profits and surplus remaining after all liabilities, including those to partners, are satisfied; and must contribute towards the losses, whether of capital or otherwise, sustained by the partnership according to his share in the profits.
(2) The partnership must indemnify every partner in respect of payments made and personal liabilities reasonably incurred by him in the ordinary and proper conduct of its business, or for the preservation of its business or property.
(3) A partner, who in aid of the partnership makes any payment or advance beyond the amount of capital which he agreed to contribute, shall be paid interest from the date of the payment or advance.
(4) A partner shall receive interest on the capital contributed by him only from the date when repayment should be made.
(5) All partners have equal rights in the management and conduct of the partnership business.
(6) No partner is entitled to remuneration for acting in the partnership business, except that a surviving partner is entitled to reasonable compensation for his services in winding up the partnership affairs.
(7) No person can become a member of a partnership without the consent of all the partners.
(8) Any difference arising as to ordinary matters connected with the partnership business may be decided by a majority of the partners; but no act in contravention of any agreement between the partners may be done rightfully without the consent of all the partners. (1941, c. 374, s. 18.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-49 - Partnership books.

§ 59-49. Partnership books.
The partnership books shall be kept, subject to any agreement between the partners, at the principal place of business of the partnership, and every partner shall at all times have access to and may inspect and copy any of them. (1941, c. 374, s. 19.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-50 - Duty of partners to render information.

§ 59-50. Duty of partners to render information.
Partners shall render on demand true and full information of all things affecting the partnership to any partner or the legal representative of any deceased partner or partner under legal disability. (1941, c. 374, s. 20.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-51 - Partner accountable as a fiduciary.

§ 59-51. Partner accountable as a fiduciary.
(a) Every partner must account to the partnership for any benefit, and hold as trustee for it any profits derived by him without the consent of the other partners from any transaction connected with the formation, conduct or liquidation of the partnership or from any use by him of its property.
(b) This section applies also to the representatives of a deceased partner engaged in the liquidation of the affairs of the partnership as the personal representatives of the last surviving partner. (1941, c. 374, s. 21.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-52 - Right to an account.

§ 59-52. Right to an account.
Any partner shall have the right to a formal account as to partnership affairs:
(1) If he is wrongfully excluded from the partnership business or possession of its property by his copartners,
(2) If the right exists under the terms of any agreement,
(3) As provided by G.S. 59-51,
(4) Whenever other circumstances render it just and reasonable. (1941, c. 374, s. 22.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-53 - Continuation of partnership beyond fixed term.

§ 59-53. Continuation of partnership beyond fixed term.
(a) When a partnership for a fixed term or particular undertaking is continued after the termination of such term or particular undertaking without any express agreement, the rights and duties of the partners remain the same as they were at such termination, so far as is consistent with a partnership at will.
(b) A continuation of the business by the partners or such of them as habitually acted therein during the term, without any settlement or liquidation of the partnership affairs, is prima facie evidence of a continuation of the partnership. (1941, c. 374, s. 23.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-54 - Extent of property rights of a partner.

§ 59-54. Extent of property rights of a partner.
The property rights of a partner are:
(1) His right in specific partnership property,
(2) His interest in the partnership, and
(3) His right to participate in the management. (1941, c. 374, s. 24.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-55 - Nature of a partner's right in specific partnership property.

§ 59-55. Nature of a partner's right in specific partnership property.
(a) A partner is co-owner with his partners of specific partnership property holding as a tenant in partnership.
(b) The incidents of this tenancy are such that:
(1) A partner, subject to the provisions of this Act and to any agreement between the partners, has an equal right with his partners to possess specific partnership property for partnership purposes; but he has no right to possess such property for any other purpose without the consent of his partners.
(2) A partner's right in specific partnership property is not assignable except in connection with the assignment of rights of all the partners in the same property.
(3) A partner's right in specific partnership property is not subject to attachment or execution, except on a claim against the partnership. When partnership property is attached for a partnership debt the partners, or any of them, or the representatives of a deceased partner, cannot claim any right under the homestead or exemption laws.
(4) On the death of a partner his right in specific partnership property vests in the surviving partner or partners, except where the deceased was the last surviving partner, when his right in such property vests in his legal representative. Such surviving partner, or partners, or the legal representative of the last surviving partner, has no right to possess the partnership property for any but a partnership purpose.
(5) A partner's right in specific partnership property is not subject to dower, curtesy, or allowances to widows, heirs, or next of kin. (1941, c. 374, s. 25; 2000-140, s. 101(n).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-57 - Assignment of partner's interest.

§ 59-57. Assignment of partner's interest.
(a) A conveyance by a partner of his interest in the partnership does not of itself dissolve the partnership, nor, as against the other partners in the absence of agreement, entitle the assignee, during the continuance of the partnership, to interfere in the management or administration of the partnership business or affairs, or to require any information or account of partnership transactions, or to inspect the partnership books; but it merely entitles the assignee to receive in accordance with his contract the profits to which the assigning partner would otherwise be entitled.
(b) In case of a dissolution of the partnership, the assignee is entitled to receive his assignor's interest and may require an account from the date only of the last account agreed to by all the partners. (1941, c. 374, s. 27.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-58 - Partner's interest subject to charging order.

§ 59-58. Partner's interest subject to charging order.
(a) On due application to a competent court by any judgment creditor of a partner, the court which entered the judgment, order or decree, or any other court, may charge the interest of the debtor partner with payment of the unsatisfied amount of such judgment debt with interest thereon; and may then or later appoint a receiver of his share of the profits, and of any other money due or to fall due to him in respect of the partnership, and make all other orders, directions, accounts and inquiries which the debtor partner might have made, or which the circumstances of the case may require.
(b) The interest charged may be redeemed at any time before foreclosure, or in case of a sale being directed by the court may be purchased without thereby causing a dissolution:
(1) With separate property, by any one or more of the partners, or
(2) With partnership property, by any one or more of the partners with the consent of all the partners whose interests are not so charged or sold.
(c) Nothing in this Act shall be held to deprive a partner of his right, if any, under the exemption laws, as regards his interest in the partnership. (1941, c. 374, s. 28; 2000-140, s. 101(n).)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-59 - Dissolution defined.

§ 59-59. Dissolution defined.
The dissolution of a partnership is the change in the relation of the partners caused by any partner ceasing to be associated in the carrying on as distinguished from the winding up of the business. (1941, c. 374, s. 29.)
2023 North Carolina General Statutes › Chapter 59 - Partnership › Article 2 - Uniform Partnership Act. › § 59-61 - Causes of dissolution.

§ 59-61. Causes of dissolution.
Dissolution is caused:
(1) Without violation of the agreement between the partners,
a. By the termination of the definite term or particular undertaking specified in the agreement,
b. By the express will of any partner when no definite term or particular undertaking is specified,
c. By the express will of all partners who have not assigned their interests or suffered them to be charged for their separate debts, either before or after the termination of any specific term or particular undertaking,
d. By the expulsion of any partner from the business bona fide in accordance with such a power conferred by the agreement between the partners;
(2) In contravention of the agreement between the partners, where the circumstances do not permit a dissolution under any other provision of this section, by the express will of any partner at any time;
(3) By any event which makes it unlawful for the business of the partnership to be carried on or for the members to carry it on in partnership;
(4) By the death of any partner, unless the partnership agreement provides otherwise;
(5) By the bankruptcy of any partner or the partnership;
(6) By decree of court under G.S. 59-62. (1941, c. 374, s. 31; 1943, c. 384.)