PART I. 
GENERAL PARTNERSHIPS



 



§425-1  Registration and annual statements. 
(a)  [Subsection effective until June 30, 2010.  For subsection effective
July 1, 2010, see below.]  Whenever any general partnership is formed under
the laws of this State to do business in this State, or any general partnership
formed under the laws of any other jurisdiction shall do business in this
State, the partnership shall file in the office of the director of commerce and
consumer affairs the registration and annual statements prescribed in this
chapter.  A registration statement shall be filed by a partnership formed under
the laws of this State within thirty days after the partnership is formed and
by a partnership formed under the laws of any other jurisdiction within thirty
days after the commencement of business in this State.  Every registration
statement shall contain the following information:



(1)  The name of the partnership;



(2)  The name and address of each partner;



(3)  The mailing address of the partnership's principal
office, the street address of the partnership's registered office in this
State, and the name of its registered agent at its registered office in this
State; provided that if the partnership is one formed under the laws of any
other jurisdiction, the name of the jurisdiction shall also be specified;



(4)  The date the partnership was formed and, if the
partnership is one formed under the laws of any other jurisdiction, the date
the partnership commenced business in this State; and



(5)  The fact that none of the partners is either a
minor or an incompetent person.



(a)  [Subsection effective July 1, 2010. 
For subsection effective until June 30, 2010, see above.]  Whenever any
general partnership is formed under the laws of this State to do business in
this State, or any general partnership formed under the laws of any other
jurisdiction shall do business in this State, the partnership shall file in the
office of the director of commerce and consumer affairs the registration and
annual statements prescribed in this chapter.  A registration statement shall
be filed by a partnership formed under the laws of this State within thirty
days after the partnership is formed and by a partnership formed under the laws
of any other jurisdiction within thirty days after the commencement of business
in this State.  Every registration statement shall contain the following
information:



(1)  The name of the partnership;



(2)  The name and address of each partner;



(3)  The mailing address of the partnership's
principal office and the information required by section 425R-4(a); provided
that if the partnership is one formed under the laws of any other jurisdiction,
the name of the jurisdiction shall also be specified;



(4)  The date the partnership was formed and, if the
partnership is one formed under the laws of any other jurisdiction, the date
the partnership commenced business in this State; and



(5)  The fact that none of the partners is either a
minor or an incompetent person.



(b)  [Subsection effective until June 30,
2010.  For subsection effective July 1, 2010, see below.]  Every domestic
and foreign partnership shall file an annual statement with the director which
shall contain the information specified in subsection (a)(1), (2), (3), and (5)
and a listing of the names of any partner admitted, withdrawn, or who has died
during the year; provided that the information provided to satisfy the
requirements of subsection (a)(3) shall indicate the current registered office
and agent.  A domestic or foreign partnership that has filed with the
department director a statement of qualification or statement of foreign
qualification to register as a limited liability partnership or foreign limited
liability partnership shall file the annual report prescribed in section
425-163 in lieu of the annual statement required in this section.  The annual
statement shall be filed within the time periods prescribed in subsections (c)
and (d).



(b)  [Subsection effective July 1, 2010. 
For subsection effective until June 30, 2010, see above.]  Every domestic
and foreign partnership shall file an annual statement with the director which
shall contain the information specified in subsection (a)(1), (2), (3), and (5)
and a listing of the names of any partner admitted, withdrawn, or who has died
during the year; provided that the information provided to satisfy the
requirements of subsection (a)(3) shall be current.  A domestic or foreign
partnership that has filed with the department director a statement of
qualification or statement of foreign qualification to register as a limited
liability partnership or foreign limited liability partnership shall file the
annual report prescribed in section 425-163 in lieu of the annual statement
required in this section.  The annual statement shall be filed within the time
periods prescribed in subsections (c) and (d).



(c)  Notwithstanding any of the provisions of
this chapter to the contrary, annual statements reflecting the period from
January 1, 2002, through December 31, 2002, that would otherwise be required,
may be voluntarily filed with the department director if the annual statement
complies with the requirements of this section.



(d)  Effective January 1, 2003, for a domestic
or foreign partnership whose date of registration in this State falls between:



(1)  January 1 and March 31, the annual statement
shall be filed on or before March 31 of each year and shall reflect the state
of the partnership's affairs as of January 1 of the year when filed;



(2)  April 1 and June 30, the annual statement shall
be filed on or before June 30 of each year and shall reflect the state of the
partnership's affairs as of April 1 of the year when filed;



(3)  July 1 and September 30, the annual statement
shall be filed on or before September 30 of each year and shall reflect the
state of the partnership's affairs as of July 1 of the year when filed; and



(4)  October 1 and December 31, the annual statement
shall be filed on or before December 31 of each year and shall reflect the
state of the partnership's affairs as of October 1 of the year when filed;



provided that if a domestic or foreign partnership
is registered in the same year in which the annual statement is due, the
domestic or foreign partnership shall not be required to file an annual
statement for that year.  Thereafter, the domestic or foreign partnership shall
comply with the requirements of this section.



(e)  The registration statement of a domestic
partnership shall be certified by any partner, and the registration statement
of a foreign partnership shall be certified by at least one partner.  Each
annual statement shall be certified as correct by any partner. [L 1969, c 247,
pt of §1; am L 1971, c 48, §1; am L 1980, c 270, §1; am L 1982, c 204, §8; am L
1983, c 124, §17; am L 1999, c 284, §2; am L 2000, c 219, §51; am L 2001, c
129, §67; am L 2002, c 130, §81; am L 2003, c 124, §47; am L 2006, c 235, §11;
am L 2009, c 55, §30]



 



Attorney General Opinions



 



  A "joint venture" sharing opportunities for profit
under a jointly-owned contract may be a partnership.  Att. Gen. Op. 66-30.



 



Case Notes



 



  Failure to register firm does not affect relations of one
partner to another.  11 H. 563.



  Partnership arises when.  62 H. 583, 618 P.2d 276.