47-9-1 Definitions
47-9-2 Name of limited partnership
47-9-3 Reservation of name
47-9-4 Secretary of State constituted attorney-in-fact for all limited partnerships; manner of acceptance or service of notice and process upon Secretary of State; what constitutes conducting affairs or doing or transacting business in this state for purposes of
47-9-5 Office and records
47-9-6 Nature of business
47-9-7 Business transactions of partner with partnership
47-9-8 Certificate and formation of limited partnership
47-9-9 Amendment to certificate
47-9-10 Cancellation of certificate
47-9-10a Administrative dissolution of a limited partnership; reinstatement; appeals
47-9-11 Execution of certificates
47-9-12 Judicial amendment or cancellation of certificate
47-9-13 Filing of certificate
47-9-14 Liability for false statement in certificate
47-9-15 Notice
47-9-16 Delivery of certificates to limited partners
47-9-17 Admission of limited partners
47-9-18 Voting by limited partners
47-9-19 Liability to third parties
47-9-20 Person erroneously believing himself limited partner
47-9-21 Right of limited partner to information
47-9-22 Admission of additional general partners
47-9-23 Events of withdrawal of general partner
47-9-24 General powers and liabilities of general partner
47-9-25 Contributions by general partner
47-9-26 Voting by general partners
47-9-27 Form of contribution
47-9-28 Liability for contribution
47-9-29 Sharing of profits and losses
47-9-30 Sharing of distributions
47-9-31 Interim distributions
47-9-32 Withdrawal of general partner
47-9-33 Withdrawal of limited partner
47-9-34 Distribution upon withdrawal
47-9-35 Distribution in kind
47-9-36 Right to distribution
47-9-37 Limitations on distribution
47-9-38 Liability upon return of contribution
47-9-39 Nature of partnership interest
47-9-40 Assignment of partnership interest
47-9-41 Rights of creditor
47-9-42 Right of assignee to become limited partner
47-9-43 Power of estate of deceased or incompetent partner
47-9-44 Nonjudicial dissolution
47-9-45 Judicial dissolution
47-9-46 Winding up of affairs
47-9-47 Distribution of assets
47-9-48 Law governing foreign limited partnerships
47-9-49 Registration of foreign limited partnership
47-9-50 Issuance of registration
47-9-51 Registration of name of foreign limited partnership
47-9-52 Foreign limited partnership — Changes and amendments to registration
47-9-53 Foreign limited partnership — Cancellation of registration
47-9-53a Revocation and reinstatement of foreign limited partnership certificates of authority
47-9-54 Foreign limited partnership — Transaction of business without registration
47-9-55 Action by Attorney General to restrain a foreign limited partnership
47-9-56 Right of action by limited partner
47-9-57 Proper plaintiff in derivative action
47-9-58 Pleading in derivative action
47-9-59 Expenses in derivative action
47-9-60 Construction and application of article
47-9-61 Short title of article
47-9-62 Effective date of article
47-9-63 Rules for cases not provided for in article

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Terms Used In West Virginia Code > Chapter 47 > Article 9 - Uniform Limited Partnership Act

  • Affidavit: A written statement of facts confirmed by the oath of the party making it, before a notary or officer having authority to administer oaths.
  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • Answer: The formal written statement by a defendant responding to a civil complaint and setting forth the grounds for defense.
  • Appeal: A request made after a trial, asking another court (usually the court of appeals) to decide whether the trial was conducted properly. To make such a request is "to appeal" or "to take an appeal." One who appeals is called the appellant.
  • Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
  • Attorney-in-fact: A person who, acting as an agent, is given written authorization by another person to transact business for him (her) out of court.
  • Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
  • Certificate of limited partnership: means the certificate referred to in section eight of this article and the certificate as amended. See West Virginia Code 47-9-1
  • Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
  • Contract: A legal written agreement that becomes binding when signed.
  • 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 or her capacity as a partner. See West Virginia Code 47-9-1
  • Corporation: A legal entity owned by the holders of shares of stock that have been issued, and that can own, receive, and transfer property, and carry on business in its own name.
  • Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
  • Defendant: In a civil suit, the person complained against; in a criminal case, the person accused of the crime.
  • delivery: means any method of delivery used in conventional commercial practice, including, but not limited to, delivery by hand, mail, commercial delivery and electronic transmission. See West Virginia Code 47-9-1
  • domestic limited partnership: means a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners. See West Virginia Code 47-9-1
  • Event of withdrawal of a general partner: means an event that causes a person to cease to be a general partner as provided in section twenty-three of this article. See West Virginia Code 47-9-1
  • Evidence: Information presented in testimony or in documents that is used to persuade the fact finder (judge or jury) to decide the case for one side or the other.
  • Executor: A male person named in a will to carry out the decedent
  • Fiduciary: A trustee, executor, or administrator.
  • 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 West Virginia Code 47-9-1
  • 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 West Virginia Code 47-9-1
  • Guardian: A person legally empowered and charged with the duty of taking care of and managing the property of another person who because of age, intellect, or health, is incapable of managing his (her) own affairs.
  • in writing: includes any representation of words, letters, or figures, whether by printing, engraving, writing, or otherwise. See West Virginia Code 2-2-10
  • Judgment: includes decrees and orders for the payment of money, or the conveyance or delivery of land or personal property, or some interest therein, or any undertaking, bond or recognizance which has the legal effect of a judgment. See West Virginia Code 2-2-10
  • 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.
  • Laws of the state: includes the Constitution of the State of West Virginia and the Constitution of the United States, and treaties and laws made in pursuance thereof. See West Virginia Code 2-2-10
  • Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
  • Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
  • Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See West Virginia Code 47-9-1
  • Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Partner: means a limited or general partner. See West Virginia Code 47-9-1
  • 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.
  • Partnership agreement: means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business. See West Virginia Code 47-9-1
  • Partnership interest: means a partner'. See West Virginia Code 47-9-1
  • Person: means a natural person, partnership, limited partnership (domestic or foreign), limited liability company, professional limited liability company, trust, estate, association, corporation, or any other legal or commercial entity. See West Virginia Code 47-9-1
  • Plaintiff: The person who files the complaint in a civil lawsuit.
  • Power of attorney: A written instrument which authorizes one person to act as another's agent or attorney. The power of attorney may be for a definite, specific act, or it may be general in nature. The terms of the written power of attorney may specify when it will expire. If not, the power of attorney usually expires when the person granting it dies. Source: OCC
  • Remainder: An interest in property that takes effect in the future at a specified time or after the occurrence of some event, such as the death of a life tenant.
  • Service of process: The service of writs or summonses to the appropriate party.
  • Settlement: Parties to a lawsuit resolve their difference without having a trial. Settlements often involve the payment of compensation by one party in satisfaction of the other party's claims.
  • signature: includes , but is not limited to, any manual, facsimile, conformed or electronic signature with means to identify a record by a signature, mark or other symbol, with intent to authenticate it. See West Virginia Code 47-9-1
  • State: means a state, territory or possession of the United States, the District of Columbia or the Commonwealth of Puerto Rico. See West Virginia Code 47-9-1
  • Statute: A law passed by a legislature.
  • Tort: A civil wrong or breach of a duty to another person, as outlined by law. A very common tort is negligent operation of a motor vehicle that results in property damage and personal injury in an automobile accident.
  • Trustee: A person or institution holding and administering property in trust.