Title 42, Title 42: PARTNERSHIPS AND PARTNERSHIP ASSOCIATIONS

42:3-13. Division of profits of business A limited partnership association may, from time to time, divide the profits of its business in such manner and in such an amount as a majority of its managers may determine, which profits so divided shall not at the time diminish or impai…

42:3-13.1. Renewal or continuation of term of existence; resolution; statement; recording Any such limited partnership association whose term is about to expire by limitation under the chapter to which this act is a supplement, may at any time within 5 years next preceding the ex…

42:3-13.2. Time of renewal Upon the recording of such statement of renewal in the office of the clerk of the proper county, such association shall be renewed; provided, however, that the renewed term of such limited partnership association shall begin from the expiration of its f…

42:3-13.3. Successive periods of renewal or continuation; duration of period The term of a limited partnership association which has once been renewed or continued may, as provided herein, be further renewed or continued for successive periods, each of which shall not exceed 20 y…

42:3-13.4. Dissatisfied member entitled to his interests; procedure 4. If any member of any such limited partnership association shall be dissatisfied with or object to any such renewal or continuance, then the member shall be entitled only to his interest in the association at a…

42:3-14. Dissolution; when authorized; notice; publication 1. A limited partnership association formed under authority of article 1 of this chapter (s. 42:3-1 et seq.) may be dissolved: I. Whenever the period fixed for the duration of the association expires; II. Whenever by a vo…

42:3-15. Association continued for closing affairs Any limited partnership association formed under authority of article 1 of this chapter (s. 42:3-1 et seq.) shall, upon its expiration by its own limitations or its dissolution otherwise, be continued as such an association to en…

42:3-16. Managers as trustees for purpose of settlement; powers The managers of any expired or dissolved limited partnership associations, or, where a vacancy exists at the time of or occurs subsequent to the expiration or dissolution, the surviving managers or manager shall be t…

42:3-17. Trustees may sue or be sued The managers, constituted trustees as provided by section 42:3-16 of this title, may sue for and recover the debts owing to and the property of the association, in the name of the association, and may be sued by the same name, or in their own …

42:3-18. Validity of deed made by trustees When any deed or conveyance of real or personal property of any expired or dissolved limited partnership association shall be made, executed and delivered by the trustees thereof, the title of the purchaser or grantee in such deed to the…

42:3-19. Receiver for expired or dissolved association; application; summary hearing Any creditor or member of any limited partnership association which has expired by its own limitation, or been otherwise dissolved, or which shall so expire or be dissolved may, at any time after…

42:3-2. Amending statement 42:3-2. The persons desiring to amend the statement of the association shall a. Sign and acknowledge before some officer competent to take acknowledgment of deeds, a statement in writing which shall set forth: I. The full names of such persons; II. The …

42:3-20. Designation or appointment of trustees or receivers If, in the action under section 42:3-19 of this Title, it shall appear to the court that such association has so expired or been dissolved, it may either continue the managers acting as such at the expiration or dissolu…

42:3-21. General powers of trustees or receivers The receivers appointed under authority of section 42:3-20 of this Title, shall have full power and authority to demand, sue for, collect, receive and take into their possession all the property, both real and personal of every des…

42:3-22. Sale of property of association by receivers The receivers appointed under authority of section 42:3-20 of this Title shall have power to sell, convey and assign all of the estates, property, rights and interests of the association, and shall hold and dispose of the proc…

42:3-23. Continuance of powers of trustees The powers and authority vested in the receivers appointed under authority of section 42:3-20 of this Title may be continued as long as the Superior Court shall deem necessary. Amended by L.1953, c. 40, p. 763, s. 13, eff. March 19, 1953…

42:3-24. Application for injunctive relief and for receivers or trustees for insolvent association Any creditor or member of any limited partnership association formed under authority of article one of this chapter (s. 42:3-1 et seq.) which has become or is or shall become insolv…

42:3-25. Injunctive relief The court may proceed in the action in a summary manner or otherwise. If it shall appear to the court that the association has become insolvent and is not about to resume its business in a short time thereafter, or that its business has been and is bein…

42:3-26. Appointment of receivers or trustees when injunctive relief granted The Superior Court, at the time of providing injunctive relief as stated in section 42:3-25 of this Title, or at any time thereafter, may appoint a receiver or receivers or trustees for the creditors and…

42:3-27. Oath of receivers or trustees; filing Every receiver or trustee shall, before assuming the duties of his office, enter into such bond and comply with such terms as the court may prescribe, and take and subscribe the following oath: "I, , do swear that I will faithfully, …

42:3-28. Jurisdiction of Superior Court The Superior Court shall have jurisdiction of the actions provided for in this article, and all questions arising therein, and may make such orders and judgments therein as justice and equity shall require. Amended by L.1953, c. 40, p. 765,…

42:3-29. Creditors paid pro rata; disposition of balance Receivers or trustees of a limited partnership association appointed under the provisions of this article shall pay ratably, as far as possible, out of the funds of the expired, dissolved or insolvent association, all the c…

42:3-3. Use of word "limited" in name; display of name 1. The word "limited" shall be the last word of the name of every limited partnership association formed under the provisions of this article. 2. Every such association shall at all times conspicuously display its name, in le…

42:3-4. Meetings of members of association; election of officers There shall be at least one meeting of the members of the association in each year, at one of which there shall be elected not less than three nor more than five managers of the association, one of whom shall be the…

42:3-5. Contracting debts No debt shall be contracted, or liability incurred for a limited partnership association, except by one or more of its managers, and no liability for an amount exceeding five hundred dollars, except against the person incurring it, shall bind the associa…

42:3-6. Real estate; purchase, ownership and disposition A limited partnership association may purchase and hold real estate and dispose of the same in fee simple, or less estate, the title thereof to be in the name adopted by the association, and shall be as valid and effectual …

42:3-7. Deeds, bonds and mortgages; execution and acknowledgment; seal Every deed or conveyance, and any bonds with or without coupons, and every mortgage for purchase or borrowed moneys made by a limited partnership association shall be made in the name adopted by the associatio…

42:3-8. Actions by and against association; service of process A limited partnership association shall sue and be sued in its association name. When an action is brought against any such association, service shall be made upon the chairman, secretary or treasurer thereof, which s…

42:3-9. Liability of individual members; executions The members of any limited partnership association shall not be liable under any judgment or order obtained against the association, or for any debt or engagement of the association, except that, if any execution, sequestration …