North Dakota Code 45-22-21 – Foreign limited liability partnership – Transactions by a foreign limited liability partnership not constituting the transaction of business
1. The following activities of a foreign limited liability partnership, among others, do not constitute transacting business within the meaning of this chapter:
Terms Used In North Dakota Code 45-22-21
- Deed: The legal instrument used to transfer title in real property from one person to another.
- following: when used by way of reference to a chapter or other part of a statute means the next preceding or next following chapter or other part. See North Dakota Code 1-01-49
- Foreclosure: A legal process in which property that is collateral or security for a loan may be sold to help repay the loan when the loan is in default. Source: OCC
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Partnership: includes a limited liability partnership registered under chapter 45-22. See North Dakota Code 1-01-49
- Person: means an individual, organization, government, political subdivision, or government agency or instrumentality. See North Dakota Code 1-01-49
- Personal property: All property that is not real property.
- Personal property: includes money, goods, chattels, things in action, and evidences of debt. See North Dakota Code 1-01-49
- Property: includes property, real and personal. See North Dakota Code 1-01-49
- Service of process: The service of writs or summonses to the appropriate party.
- State: when applied to the different parts of the United States, includes the District of Columbia and the territories. See North Dakota Code 1-01-49
a. Maintaining, defending, or settling any proceeding.
b. Holding meetings of partners or carrying on any other activities concerning internal affairs.
c. Maintaining bank accounts.
d. Maintaining offices or agencies for the transfer, exchange, and registration of the foreign limited liability partnership‘s own partnership interests or maintaining trustees or depositories with respect to those partnership interests.
e. Selling through independent contractors.
f. Soliciting or obtaining orders, whether by mail or through employees or agents or otherwise, if the orders require acceptance outside this state before the orders become contracts.
g. Creating or acquiring indebtedness, with or without a mortgage, or other security interests in real or personal property.
h. Collecting debts, including foreclosing mortgages and canceling contracts for deed; enforcing other security interests on property; securing debts; accepting deeds or other instruments of title from debtors in lieu of foreclosure; canceling or other enforcement; and holding, protecting, and maintaining property acquired under this subdivision.
i. Selling or transferring title to property in this state to any person.
j. Conducting an isolated transaction that is completed within thirty days and that is not one in the course of repeated transactions of a like manner.
k. Transacting business in interstate commerce.
2. As used in this section, the term “transacting business” has no effect on personal jurisdiction under the North Dakota Rules of Civil Procedure.
3. For purposes of this section, any foreign limited liability partnership that owns income-producing real or tangible personal property in this state, other than property exempted under subsection 1, is considered transacting business in this state.
4. This section does not apply in determining the contracts or activities that may subject a foreign limited liability partnership to service of process or taxation in this state or to regulation under any other law of this state.