2003 Minnesota Statutes

CHAPTER 323A. Uniform partnership act of 1994

Table of Sections

Section	Headnote
GENERAL PROVISIONS
323A.1-01	Definitions.
323A.1-02	Knowledge and notice.
323A.1-03	Effect of partnership agreement; nonwaivable provisions.
323A.1-04	Supplemental principles of law.
323A.1-05	Execution, filing, and recording of statements.
323A.1-06	Governing law.
323A.1-07	Partnership subject to amendment or repeal of chapter.
NATURE OF PARTNERSHIP
323A.2-01	Partnership as entity.
323A.2-02	Formation of partnership.
323A.2-03	Partnership property.
323A.2-04	When property is partnership property.
RELATIONS OF PARTNERS TO PERSONS DEALING WITH PARTNERSHIP
323A.3-01	Partner agent of partnership.
323A.3-02	Transfer of partnership property.
323A.3-03	Statement of partnership authority.
323A.3-04	Statement of denial.
323A.3-05	Partnership liable for partner's actionable conduct.
323A.3-06	Partner's liability.
323A.3-07	Actions by and against partnership and partners.
323A.3-08	Liability of purported partner.
RELATIONS OF PARTNERS TO EACH OTHER AND TO PARTNERSHIP
323A.4-01	Partner's rights and duties.
323A.4-02	Distributions in kind.
323A.4-03	Partner's rights and duties with respect to information.
323A.4-04	General standards of partner's conduct.
323A.4-05	Actions by partnership and partners.
323A.4-06	Continuation of partnership beyond definite term or particular undertaking.
TRANSFEREES AND CREDITORS OF PARTNER
323A.5-01	Partner not co-owner of partnership property.
323A.5-02	Partner's transferable interest in partnership.
323A.5-03	Transfer of partner's transferable interest.
323A.5-04	Partner's transferable interest subject to charging order.
PARTNER'S DISSOCIATION
323A.6-01	Events causing partner's dissociation.
323A.6-02	Partner's power to dissociate; wrongful dissociation.
323A.6-03	Effect of partner's dissociation.
PARTNER'S DISSOCIATION WHEN BUSINESS NOT WOUND UP
323A.7-01	Purchase of dissociated partner's interest.
323A.7-02	Dissociated partner's power to bind and liability to partnership.
323A.7-03	Dissociated partner's liability to other persons.
323A.7-04	Statement of dissociation.
323A.7-05	Continued use of partnership name.
WINDING UP PARTNERSHIP BUSINESS
323A.8-01	Events causing dissolution and winding up of partnership business.
323A.8-02	Partnership continues after dissolution.
323A.8-03	Right to wind up partnership business.
323A.8-04	Partner's power to bind partnership after dissolution.
323A.8-05	Statement of dissolution.
323A.8-06	Partner's liability to other partners after dissolution.
323A.8-07	Settlement of accounts and contributions among partners.
CONVERSIONS AND MERGERS
323A.9-01	Definitions.
323A.9-02	Conversion of partnership to limited partnership.
323A.9-03	Conversion of limited partnership to partnership.
323A.9-04	Effect of conversion; entity unchanged.
323A.9-05	Merger of partnerships.
323A.9-06	Effect of merger.
323A.9-07	Statement of merger.
323A.9-08	Nonexclusive.
LIMITED LIABILITY PARTNERSHIP
323A.10-01	Statement of qualification.
323A.10-02	Name.
323A.10-03	Annual registration.
FOREIGN LIMITED LIABILITY PARTNERSHIP
323A.11-01	Law governing foreign limited liability partnership.
323A.11-02	Statement of foreign qualification.
323A.11-03	Effect of failure to qualify.
323A.11-04	Activities not constituting transacting business.
323A.11-05	Action by attorney general.
MISCELLANEOUS PROVISIONS
323A.12-01	Short title.
323A.12-02	Applicability.
323A.12-03	Effect of designation.