Chapter 54 — Chapter 54

235 sections in this chapter.

235 sectionsFiltered byCh 54

NMSA 1978, § 54-1A-703 Dissociated partner's liability to other persons
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(a) A partner's dissociation does not of itself discharge the partner's liability for a partnership obligation incurred before dissociation. A dissociated partner is not liable for a partnership obligation incurred after dissociation, except as otherwise provided in Subsection (b…
NMSA 1978, § 54-1A-704 Statement of dissociation
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(a) A dissociated partner or the partnership may file a statement of dissociation stating the name of the partnership and that the partner is dissociated from the partnership. (b) A statement of dissociation is a limitation on the authority of a dissociated partner for the purpos…
NMSA 1978, § 54-1A-705 Continued use of partnership name
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Continued use of a partnership name, or a dissociated partner's name as part thereof, by partners continuing the business does not of itself make the dissociated partner liable for an obligation of the partners or the partnership continuing the business. History: Laws 1996, ch. 5…
NMSA 1978, § 54-1A-801 Events causing dissolution and winding up of
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partnership business. A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events: (1) in a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under Section 601(2)…
NMSA 1978, § 54-1A-802 Partnership continues after dissolution
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(a) Subject to Subsection (b), a partnership continues after dissolution only for the purpose of winding up its business. The partnership is terminated when the winding up of its business is completed. (b) At any time after the dissolution of a partnership and before the winding …
NMSA 1978, § 54-1A-803 Right to wind up partnership business
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(a) After dissolution, a partner who has not wrongfully dissociated may participate in winding up the partnership's business, but on application of any partner, partner's legal representative or transferee, the district court, for good cause shown, may order judicial supervision …
NMSA 1978, § 54-1A-804 Partner's power to bind partnership after dissolution
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Subject to Section 805 [54-1A-805 NMSA 1978], a partnership is bound by a partner's act after dissolution that: (1) is appropriate for winding up the partnership business; or (2) would have bound the partnership under Section 301 [54-1A-301 NMSA 1978] before dissolution, if the o…
NMSA 1978, § 54-1A-805 Statement of dissolution
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(a) After dissolution, a partner who has not wrongfully dissociated may file a statement of dissolution stating the name of the partnership and that the partnership has dissolved and is winding up its business. (b) A statement of dissolution cancels a filed statement of partnersh…
NMSA 1978, § 54-1A-806 Partner's liability to other partners after dissolution
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(a) Except as otherwise provided in Subsection (b) of this section and Section 54- 1A-306 NMSA 1978, after dissolution a partner is liable to the other partners for the partner's share of any partnership liability incurred under Section 54-1A-804 NMSA 1978. (b) A partner who, wit…
NMSA 1978, § 54-1A-807 Settlement of accounts and contributions among
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partners. (a) In winding up a partnership's business, the assets of the partnership, including the contributions of the partners required by this section, must be applied to discharge its obligations to creditors, including, to the extent permitted by law, partners who are credit…
NMSA 1978, § 54-1A-901 Definitions
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As used in this article: (1) "general partner" means a partner in a partnership and a general partner in a limited partnership; (2) "limited partner" means a limited partner in a limited partnership; (3) "limited partnership" means a limited partnership created under the Uniform …
NMSA 1978, § 54-1A-902 Conversion of partnership to limited partnership
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(a) A partnership may be converted to a limited partnership pursuant to this section. (b) The terms and conditions of a conversion of a partnership to a limited partnership must be approved by all of the partners or by a number or percentage specified for conversion in the partne…
NMSA 1978, § 54-1A-903 Conversion of limited partnership to partnership
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(a) A limited partnership may be converted to a partnership pursuant to this section. (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of …
NMSA 1978, § 54-1A-904 Effect of conversion; entity unchanged
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(a) A partnership or limited partnership that has been converted pursuant to this article is for all purposes the same entity that existed before the conversion. (b) When a conversion takes effect: (1) all property owned by the converting partnership or limited partnership remain…
NMSA 1978, § 54-1A-905 Merger of partnerships
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(a) Pursuant to a plan of merger approved as provided in Subsection (c), a partnership may be merged with one or more partnerships or limited partnerships. (b) The plan of merger must set forth: (1) the name of each partnership or limited partnership that is a party to the merger…
NMSA 1978, § 54-1A-906 Effect of merger
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(a) When a merger takes effect: (1) the separate existence of every partnership or limited partnership that is a party to the merger, other than the surviving entity, ceases; (2) all property owned by each of the merged partnerships or limited partnerships vests in the surviving …
NMSA 1978, § 54-1A-907 Statement of merger
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(a) After a merger, the surviving partnership or limited partnership may file a statement that one or more partnerships or limited partnerships have merged into the surviving entity. (b) A statement of merger must contain: (1) the name of each partnership or limited partnership t…
NMSA 1978, § 54-1A-908 Nonexclusive
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This article is not exclusive. Partnerships or limited partnerships may be converted or merged in any other manner provided by law. History: Laws 1996, ch. 53, § 908. ARTICLE 10 Conversion to Limited Partnership.
NMSA 1978, § 54-2-1 Repealed
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History: 1978 Comp., § 54-2-1, enacted by Laws 1988, ch. 90, § 1; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-10 Repealed
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History: 1978 Comp., § 54-2-10, enacted by Laws 1988, ch. 90, § 10; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-11 Repealed
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History: 1978 Comp., § 54-2-11, enacted by Laws 1988, ch. 90, § 11; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-12 Repealed
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History: 1978 Comp., § 54-2-12, enacted by Laws 1988, ch. 90, § 12; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-13 Repealed
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History: 1978 Comp., § 54-2-13, enacted by Laws 1988, ch. 90, § 13; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-14 Repealed
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History: 1978 Comp., § 54-2-14, enacted by Laws 1988, ch. 90, § 14; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-15 Repealed
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History: 1978 Comp., § 54-2-15, enacted by Laws 1988, ch. 90, § 15; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-16 Repealed
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History: 1978 Comp., § 54-2-16, enacted by Laws 1988, ch. 90, § 16; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-17 Repealed
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History: 1978 Comp., § 54-2-17, enacted by Laws 1988, ch. 90, § 17; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-18 Repealed
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History: 1978 Comp., § 54-2-18, enacted by Laws 1988, ch. 90, § 18; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-19 Repealed
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History: 1978 Comp., § 54-2-19, enacted by Laws 1988, ch. 90, § 19; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-2 Repealed
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History: 1978 Comp., § 54-2-2, enacted by Laws 1988, ch. 90, § 2; 1993, ch. 280, § 78; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-20 Repealed
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History: 1978 Comp., § 54-2-20, created by Laws 1988, ch. 90, § 20; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-21 Repealed
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History: 1978 Comp., § 54-2-21, enacted by Laws 1988, ch. 90, § 21; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-22 Repealed
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History: 1978 Comp., § 54-2-22, enacted by Laws 1988, ch. 90, § 22; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-23 Repealed
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History: 1978 Comp., § 54-2-23, enacted by Laws 1988, ch. 90, § 23; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-24 Repealed
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History: 1978 Comp., § 54-2-24, enacted by Laws 1988, ch. 90, § 24; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-25 Repealed
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History: 1978 Comp., § 54-2-25, enacted by Laws 1988, ch. 90, § 25; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-26 Repealed
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History: 1978 Comp., § 54-2-26, enacted by Laws 1988, ch. 90, § 26; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-27 Repealed
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History: 1978 Comp., § 54-2-27, enacted by Laws 1988, ch. 90, § 27; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-28 Repealed
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History: 1978 Comp., § 54-2-28, enacted by Laws 1988, ch. 90, § 28; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-29 Repealed
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History: 1978 Comp., § 54-2-29, enacted by Laws 1988, ch. 90, § 29; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-3 Repealed
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History: 1978 Comp., § 54-2-3, enacted by Laws 1988, ch. 90, § 3; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-30 Repealed
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History: 1978 Comp., § 54-2-30, enacted by Laws 1988, ch. 90, § 30; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-31 Repealed
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History: 1978 Comp., § 54-2-31, enacted by Laws 1988, ch. 90, § 31; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-32 Repealed
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History: 1978 Comp., § 54-2-32, enacted by Laws 1988, ch. 90, § 32; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-33 Repealed
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History: 1978 Comp., § 54-2-33, enacted by Laws 1988, ch. 90, § 33; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-34 Repealed
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History: 1978 Comp., § 54-2-34, enacted by Laws 1988, ch. 90, § 34; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-35 Repealed
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History: 1978 Comp., § 54-2-35, enacted by Laws 1988, ch. 90, § 35; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-36 Repealed
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History: 1978 Comp., § 54-2-36, enacted by Laws 1988, ch. 90, § 36; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-37 Repealed
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History: 1978 Comp., § 54-2-37, enacted by Laws 1988, ch. 90, § 37; repealed by Laws 2007, ch. 129, § 1206.
NMSA 1978, § 54-2-38 Repealed
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History: 1978 Comp., § 54-2-38, enacted by Laws 1988, ch. 90, § 38; repealed by Laws 2007, ch. 129, § 1206.