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321.0903 ACTIVITIES NOT CONSTITUTING TRANSACTING BUSINESS.
(a) Activities of a foreign limited partnership which do not constitute transacting business in
this state within the meaning of this article include:
(1) maintaining, defending, and settling an action or proceeding;
(2) holding meetings of its partners or carrying on any other activity concerning its internal
affairs;
(3) maintaining accounts in financial institutions;
(4) maintaining offices or agencies for the transfer, exchange, and registration of the foreign
limited partnership's own securities or maintaining trustees or depositories with respect to those
securities;
(5) selling through independent contractors;
(6) soliciting or obtaining orders, whether by mail or electronic means or through employees
or agents or otherwise, if the orders require acceptance outside this state before they become
contracts;
(7) creating or acquiring indebtedness, mortgages, or security interests in real or personal
property;
(8) securing or collecting debts or enforcing mortgages or other security interests in property
securing the debts, and holding, protecting, and maintaining property so acquired;
(9) conducting an isolated transaction that is completed within 30 days and is not one in the
course of similar transactions of a like manner; and
(10) transacting business in interstate commerce.
(b) For purposes of this article, the ownership in this state of income-producing real property
or tangible personal property, other than property excluded under subsection (a), constitutes
transacting business in this state.
(c) This section does not apply in determining the contacts or activities that may subject a
foreign limited partnership to service of process, taxation, or regulation under any other law of
this state.
History: 2004 c 199 art 9 s 76

Official Publication of the State of Minnesota
Revisor of Statutes