State Codes and Statutes

Statutes > North-carolina > Chapter_59 > GS_59-102

§ 59‑102.  Definitions.

As used in this Article,unless the context otherwise requires:

(1)        "Business"means any lawful trade, investment, or other purpose or activity, whether ornot the trade, investment, purpose, or activity is carried on for profit.

(1a)      "Businessentity" means a domestic corporation (including a professional corporationas defined in G.S. 55B‑2), a foreign corporation (including a foreignprofessional corporation as defined in G.S. 55B‑16), a domestic orforeign nonprofit corporation, a domestic or foreign limited liability company,a domestic limited partnership, a foreign limited partnership, a registeredlimited liability partnership, a foreign limited liability partnership, or anyother partnership as defined in G.S. 59‑36 whether or not formed underthe laws of this State.

(1b)      "Certificate oflimited partnership" means the certificate referred to in G.S. 59‑201,and the certificate as amended.

(2)        "Conformedcopy" shall include a photostatic or other photographic copy of the originaldocument.

(3)        "Contribution"means any cash, property, services rendered, or a promissory note or otherbinding obligation to contribute cash or property or to perform services, whicha partner contributes to a limited partnership in his capacity as a partner.

(3a)      "Domesticcorporation" has the same meaning as in G.S. 55‑1‑40.

(3b)      "Domesticlimited liability company" has the same meaning as in G.S. 57C‑1‑03.

(3c)      "Domesticnonprofit corporation" means a corporation as defined in G.S. 55A‑1‑40.

(4)        "Event ofwithdrawal of a general partner" means an event that causes a person tocease to be a general partner as provided in G.S. 59‑402.

(4a)      "Foreigncorporation" has the same meaning as in G.S. 55‑1‑40.

(4b)      "Foreign limitedliability company" has the same meaning as in G.S. 57C‑1‑03.

(4c)      "Foreign limitedliability limited partnership" means a foreign limited partnership whosegeneral partners have limited liability for the obligations of the foreignlimited partnership under a provision similar to the provisions of G.S. 59‑403(b)pertaining to general partners in limited liability limited partnerships.

(5)        "Foreignlimited partnership" means a partnership formed under the laws of anystate, province, country, or other jurisdiction other than this State andhaving as partners one or more general partners and one or more limitedpartners, and includes, for all purposes of the laws of the State of NorthCarolina, a limited liability limited partnership.

(5a)      "Foreignnonprofit corporation" means a foreign corporation as defined in G.S. 55A‑1‑40.

(6)        "Generalpartner" means a person who has been admitted to a limited partnership asa general partner in accordance with the partnership agreement and named in thecertificate of limited partnership as a general partner.

(6a)      "Limitedliability limited partnership" and "registered limited liabilitylimited partnership" mean a limited partnership that is registered underand complies with G.S. 59‑210.

(7)        "Limitedpartner" means a person who has been admitted to a limited partnership asa limited partner in accordance with the partnership agreement.

(8)        "Limitedpartnership" and "domestic limited partnership" mean apartnership formed by two or more persons under the laws of this State andhaving one or more general partners and one or more limited partners, andincludes, for all purposes of the laws of the State of North Carolina, alimited liability limited partnership.

(9)        "Partner"means a limited or general partner.

(10)      "Partnershipagreement" means any valid agreement of the partners as to the affairs ofa limited partnership, the conduct of its business, and the responsibilitiesand rights of its partners. The term "partnership agreement" includesany written or oral agreement, whether or not the agreement is set forth in adocument referred to by the partners as a "partnership agreement",and includes any amendment agreed upon by the partners unanimously or inaccordance with the terms of the agreement. The term also includes anyagreement of the partners to waive or revise the terms of the partnershipagreement in one or more specific instances and not necessarily on an ongoingor permanent basis.

(11)      "Partnershipinterest" means a partner's share of the allocations of income, gain,loss, deduction or credit of a limited partnership and the right to receivedistributions of cash or other partnership assets.

(12)      "Person"means a natural person, domestic or foreign partnership, domestic or foreignlimited partnership, domestic or foreign limited liability company, trust,estate, unincorporated association, domestic or foreign corporation, domesticor foreign nonprofit corporation, or another entity.

(12a)    "Principaloffice" means the office (in or out of this State) where the principalexecutive offices of a limited liability limited partnership or foreign limitedpartnership are located, in the case of a limited liability limited partnershipas designated in its most recent annual report filed with the Secretary ofState or, if no annual report has yet been filed, in its application forregistration as a limited liability limited partnership, or in the case of aforeign limited partnership as most recently designated in its application forregistration as a foreign limited partnership or a certificate filed pursuantto G.S. 59‑905.

(13)      "State"means a state, territory, or possession of the United States, the District ofColumbia, or the Commonwealth of Puerto Rico. (1985 (Reg. Sess., 1986), c. 989, s. 2; 1999‑362,s. 11; 1999‑369, s. 4.2; 2001‑387, s. 121; 2001‑487, ss.62(w), (x).)

State Codes and Statutes

Statutes > North-carolina > Chapter_59 > GS_59-102

§ 59‑102.  Definitions.

As used in this Article,unless the context otherwise requires:

(1)        "Business"means any lawful trade, investment, or other purpose or activity, whether ornot the trade, investment, purpose, or activity is carried on for profit.

(1a)      "Businessentity" means a domestic corporation (including a professional corporationas defined in G.S. 55B‑2), a foreign corporation (including a foreignprofessional corporation as defined in G.S. 55B‑16), a domestic orforeign nonprofit corporation, a domestic or foreign limited liability company,a domestic limited partnership, a foreign limited partnership, a registeredlimited liability partnership, a foreign limited liability partnership, or anyother partnership as defined in G.S. 59‑36 whether or not formed underthe laws of this State.

(1b)      "Certificate oflimited partnership" means the certificate referred to in G.S. 59‑201,and the certificate as amended.

(2)        "Conformedcopy" shall include a photostatic or other photographic copy of the originaldocument.

(3)        "Contribution"means any cash, property, services rendered, or a promissory note or otherbinding obligation to contribute cash or property or to perform services, whicha partner contributes to a limited partnership in his capacity as a partner.

(3a)      "Domesticcorporation" has the same meaning as in G.S. 55‑1‑40.

(3b)      "Domesticlimited liability company" has the same meaning as in G.S. 57C‑1‑03.

(3c)      "Domesticnonprofit corporation" means a corporation as defined in G.S. 55A‑1‑40.

(4)        "Event ofwithdrawal of a general partner" means an event that causes a person tocease to be a general partner as provided in G.S. 59‑402.

(4a)      "Foreigncorporation" has the same meaning as in G.S. 55‑1‑40.

(4b)      "Foreign limitedliability company" has the same meaning as in G.S. 57C‑1‑03.

(4c)      "Foreign limitedliability limited partnership" means a foreign limited partnership whosegeneral partners have limited liability for the obligations of the foreignlimited partnership under a provision similar to the provisions of G.S. 59‑403(b)pertaining to general partners in limited liability limited partnerships.

(5)        "Foreignlimited partnership" means a partnership formed under the laws of anystate, province, country, or other jurisdiction other than this State andhaving as partners one or more general partners and one or more limitedpartners, and includes, for all purposes of the laws of the State of NorthCarolina, a limited liability limited partnership.

(5a)      "Foreignnonprofit corporation" means a foreign corporation as defined in G.S. 55A‑1‑40.

(6)        "Generalpartner" means a person who has been admitted to a limited partnership asa general partner in accordance with the partnership agreement and named in thecertificate of limited partnership as a general partner.

(6a)      "Limitedliability limited partnership" and "registered limited liabilitylimited partnership" mean a limited partnership that is registered underand complies with G.S. 59‑210.

(7)        "Limitedpartner" means a person who has been admitted to a limited partnership asa limited partner in accordance with the partnership agreement.

(8)        "Limitedpartnership" and "domestic limited partnership" mean apartnership formed by two or more persons under the laws of this State andhaving one or more general partners and one or more limited partners, andincludes, for all purposes of the laws of the State of North Carolina, alimited liability limited partnership.

(9)        "Partner"means a limited or general partner.

(10)      "Partnershipagreement" means any valid agreement of the partners as to the affairs ofa limited partnership, the conduct of its business, and the responsibilitiesand rights of its partners. The term "partnership agreement" includesany written or oral agreement, whether or not the agreement is set forth in adocument referred to by the partners as a "partnership agreement",and includes any amendment agreed upon by the partners unanimously or inaccordance with the terms of the agreement. The term also includes anyagreement of the partners to waive or revise the terms of the partnershipagreement in one or more specific instances and not necessarily on an ongoingor permanent basis.

(11)      "Partnershipinterest" means a partner's share of the allocations of income, gain,loss, deduction or credit of a limited partnership and the right to receivedistributions of cash or other partnership assets.

(12)      "Person"means a natural person, domestic or foreign partnership, domestic or foreignlimited partnership, domestic or foreign limited liability company, trust,estate, unincorporated association, domestic or foreign corporation, domesticor foreign nonprofit corporation, or another entity.

(12a)    "Principaloffice" means the office (in or out of this State) where the principalexecutive offices of a limited liability limited partnership or foreign limitedpartnership are located, in the case of a limited liability limited partnershipas designated in its most recent annual report filed with the Secretary ofState or, if no annual report has yet been filed, in its application forregistration as a limited liability limited partnership, or in the case of aforeign limited partnership as most recently designated in its application forregistration as a foreign limited partnership or a certificate filed pursuantto G.S. 59‑905.

(13)      "State"means a state, territory, or possession of the United States, the District ofColumbia, or the Commonwealth of Puerto Rico. (1985 (Reg. Sess., 1986), c. 989, s. 2; 1999‑362,s. 11; 1999‑369, s. 4.2; 2001‑387, s. 121; 2001‑487, ss.62(w), (x).)


State Codes and Statutes

State Codes and Statutes

Statutes > North-carolina > Chapter_59 > GS_59-102

§ 59‑102.  Definitions.

As used in this Article,unless the context otherwise requires:

(1)        "Business"means any lawful trade, investment, or other purpose or activity, whether ornot the trade, investment, purpose, or activity is carried on for profit.

(1a)      "Businessentity" means a domestic corporation (including a professional corporationas defined in G.S. 55B‑2), a foreign corporation (including a foreignprofessional corporation as defined in G.S. 55B‑16), a domestic orforeign nonprofit corporation, a domestic or foreign limited liability company,a domestic limited partnership, a foreign limited partnership, a registeredlimited liability partnership, a foreign limited liability partnership, or anyother partnership as defined in G.S. 59‑36 whether or not formed underthe laws of this State.

(1b)      "Certificate oflimited partnership" means the certificate referred to in G.S. 59‑201,and the certificate as amended.

(2)        "Conformedcopy" shall include a photostatic or other photographic copy of the originaldocument.

(3)        "Contribution"means any cash, property, services rendered, or a promissory note or otherbinding obligation to contribute cash or property or to perform services, whicha partner contributes to a limited partnership in his capacity as a partner.

(3a)      "Domesticcorporation" has the same meaning as in G.S. 55‑1‑40.

(3b)      "Domesticlimited liability company" has the same meaning as in G.S. 57C‑1‑03.

(3c)      "Domesticnonprofit corporation" means a corporation as defined in G.S. 55A‑1‑40.

(4)        "Event ofwithdrawal of a general partner" means an event that causes a person tocease to be a general partner as provided in G.S. 59‑402.

(4a)      "Foreigncorporation" has the same meaning as in G.S. 55‑1‑40.

(4b)      "Foreign limitedliability company" has the same meaning as in G.S. 57C‑1‑03.

(4c)      "Foreign limitedliability limited partnership" means a foreign limited partnership whosegeneral partners have limited liability for the obligations of the foreignlimited partnership under a provision similar to the provisions of G.S. 59‑403(b)pertaining to general partners in limited liability limited partnerships.

(5)        "Foreignlimited partnership" means a partnership formed under the laws of anystate, province, country, or other jurisdiction other than this State andhaving as partners one or more general partners and one or more limitedpartners, and includes, for all purposes of the laws of the State of NorthCarolina, a limited liability limited partnership.

(5a)      "Foreignnonprofit corporation" means a foreign corporation as defined in G.S. 55A‑1‑40.

(6)        "Generalpartner" means a person who has been admitted to a limited partnership asa general partner in accordance with the partnership agreement and named in thecertificate of limited partnership as a general partner.

(6a)      "Limitedliability limited partnership" and "registered limited liabilitylimited partnership" mean a limited partnership that is registered underand complies with G.S. 59‑210.

(7)        "Limitedpartner" means a person who has been admitted to a limited partnership asa limited partner in accordance with the partnership agreement.

(8)        "Limitedpartnership" and "domestic limited partnership" mean apartnership formed by two or more persons under the laws of this State andhaving one or more general partners and one or more limited partners, andincludes, for all purposes of the laws of the State of North Carolina, alimited liability limited partnership.

(9)        "Partner"means a limited or general partner.

(10)      "Partnershipagreement" means any valid agreement of the partners as to the affairs ofa limited partnership, the conduct of its business, and the responsibilitiesand rights of its partners. The term "partnership agreement" includesany written or oral agreement, whether or not the agreement is set forth in adocument referred to by the partners as a "partnership agreement",and includes any amendment agreed upon by the partners unanimously or inaccordance with the terms of the agreement. The term also includes anyagreement of the partners to waive or revise the terms of the partnershipagreement in one or more specific instances and not necessarily on an ongoingor permanent basis.

(11)      "Partnershipinterest" means a partner's share of the allocations of income, gain,loss, deduction or credit of a limited partnership and the right to receivedistributions of cash or other partnership assets.

(12)      "Person"means a natural person, domestic or foreign partnership, domestic or foreignlimited partnership, domestic or foreign limited liability company, trust,estate, unincorporated association, domestic or foreign corporation, domesticor foreign nonprofit corporation, or another entity.

(12a)    "Principaloffice" means the office (in or out of this State) where the principalexecutive offices of a limited liability limited partnership or foreign limitedpartnership are located, in the case of a limited liability limited partnershipas designated in its most recent annual report filed with the Secretary ofState or, if no annual report has yet been filed, in its application forregistration as a limited liability limited partnership, or in the case of aforeign limited partnership as most recently designated in its application forregistration as a foreign limited partnership or a certificate filed pursuantto G.S. 59‑905.

(13)      "State"means a state, territory, or possession of the United States, the District ofColumbia, or the Commonwealth of Puerto Rico. (1985 (Reg. Sess., 1986), c. 989, s. 2; 1999‑362,s. 11; 1999‑369, s. 4.2; 2001‑387, s. 121; 2001‑487, ss.62(w), (x).)