New Hampshire Revised Statutes 304-B:54 – Transaction of Business Without Registration
Current as of: 2023 | Check for updates
|
Other versions
I. A foreign limited partnership transacting business in this state may not maintain any action, suit, or proceeding in any court of this state until it has registered in this state.
II. The failure of a foreign limited partnership to register in this state does not impair the validity of any contract or act of the foreign limited partnership or prevent the foreign limited partnership from defending any action, suit, or proceeding in any court of this state.
III. A limited partner of a foreign limited partnership is not liable as a general partner of the foreign limited partnership solely by reason of having transacted business in this state without registration.
IV. A foreign limited partnership transacting business in this state without registration may be served by registered or certified mail, return receipt requested, addressed to the secretary of the foreign limited partnership at its principal office. Service is perfected under section at the earliest of:
(a) The date the foreign limited partnership receives the mail;
(b) The date shown on the return receipt, if signed on behalf of the foreign limited partnership; or
(c) Five days after its deposit in the United States Mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.
V. This section does not prescribe the only means, or necessarily the required means, of serving a foreign limited partnership.
II. The failure of a foreign limited partnership to register in this state does not impair the validity of any contract or act of the foreign limited partnership or prevent the foreign limited partnership from defending any action, suit, or proceeding in any court of this state.
Terms Used In New Hampshire Revised Statutes 304-B:54
- Contract: A legal written agreement that becomes binding when signed.
- Foreign limited partnership: means a partnership formed under the laws of any state other than this state and having as partners one or more general partners and one or more limited partners. See New Hampshire Revised Statutes 304-B:1
- General partner: means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner. See New Hampshire Revised Statutes 304-B:1
- Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See New Hampshire Revised Statutes 304-B:1
- Limited partnership: and "domestic limited partnership" mean a partnership formed by 2 or more persons under the laws of this state and having one or more general partners and one or more limited partners. See New Hampshire Revised Statutes 304-B:1
- 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.
- State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See New Hampshire Revised Statutes 304-B:1
- United States: shall include said district and territories. See New Hampshire Revised Statutes 21:4
III. A limited partner of a foreign limited partnership is not liable as a general partner of the foreign limited partnership solely by reason of having transacted business in this state without registration.
IV. A foreign limited partnership transacting business in this state without registration may be served by registered or certified mail, return receipt requested, addressed to the secretary of the foreign limited partnership at its principal office. Service is perfected under section at the earliest of:
(a) The date the foreign limited partnership receives the mail;
(b) The date shown on the return receipt, if signed on behalf of the foreign limited partnership; or
(c) Five days after its deposit in the United States Mail, as evidenced by the postmark, if mailed postpaid and correctly addressed.
V. This section does not prescribe the only means, or necessarily the required means, of serving a foreign limited partnership.