New Jersey Statutes 42:2A-14. Certificate of limited partnership
Terms Used In New Jersey Statutes 42:2A-14
- Contribution: means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner. See New Jersey Statutes 42:2A-5
- Event of withdrawal of a general partner: means an event that causes a person to cease to be a general partner as provided in this chapter, or in the partnership agreement. See New Jersey Statutes 42:2A-5
- 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 Jersey Statutes 42:2A-5
- 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 Jersey Statutes 42:2A-5
- Partner: means a limited or general partner. See New Jersey Statutes 42:2A-5
- 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 interest: means a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets. See New Jersey Statutes 42:2A-5
- Person: means a natural person, partnership, limited partnership (domestic or foreign), limited liability company or other limited liability entity, trust, estate, association, or corporation. See New Jersey Statutes 42:2A-5
- Principal office: means the place designated in the partnership agreement or the place of business of the limited partnership where the chief or principal affairs and business of the partnership are transacted. See New Jersey Statutes 42:2A-5
- Service of process: The service of writs or summonses to the appropriate party.
- State: means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico. See New Jersey Statutes 42:2A-5
a. The name of the limited partnership;
b. The general character of its business;
c. The address, including the actual location as well as postal designation, if different, of the original registered office and the name and address of the original registered agent for service of process required to be maintained by section 8 of P.L. 1983, c. 489 (C. 42:2A-8);
d. The name and the business address or place of residence of each general partner;
e. The aggregate amount of cash and a description and statement of the agreed value of the other property or services contributed by all partners and which all partners have agreed to contribute in the future;
f. The times at which or events on the happening of which any additional contributions agreed to be made by any partner or partners are to be made;
g. Any power of a limited partner to grant the right to become a limited partner to an assignee of any part of his partnership interest, and the terms and conditions of the power;
h. If agreed upon, the time at which or the events on the happening of which a partner may terminate his membership in the limited partnership and the amount of, or the method of determining, the distribution to which he may be entitled respecting his partnership interest, and the terms and conditions of the termination and distribution;
i. Any right of a partner to receive distributions of property, including cash from the limited partnership;
j. Any right of a partner to receive, or of a general partner to make, distributions to a partner which include a return of all or any part of the partner’s contribution;
k. Any time at which or events upon the happening of which the limited partnership is to be dissolved and its affairs wound up;
l. Any right of the remaining general partners to continue the business on the happening of an event of withdrawal of a general partner;
m. Any other matters the partners determine to include therein; and
n. The address of the principal office, which need not be in the State of New Jersey.
L. 1983, c. 489, s. 13; amended 1984, c.245,s.6; 1988,c.130,s.6.