Title 45 — Partnerships
25 chapters · 216 sections in this title.
N.D.C.C. § 45-15-01 (301) Partner agent of partnership
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Subject to the effect of a statement of partnership authority under section 45-15-03: 1. Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, for apparently carrying on …
N.D.C.C. § 45-15-02 (302) Transfer of partnership property
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1. Partnership property may be transferred as follows: a. Subject to the effect of a statement of partnership authority under section 45-15-03, partnership property held in the name of the partnership may be transferred by an instrument of transfer executed by a partner in the pa…
N.D.C.C. § 45-15-03 (303) Statement of partnership authority
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1. A partnership may file with the secretary of state, along with the fees provided in section 45-13-05, a statement of partnership authority which: a. Must include: (1) The name of the partnership; (2) The street address of the partnership's principal executive office and of one…
N.D.C.C. § 45-15-03.1 Registered office - Registered agent
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A partnership that files and maintains a statement of partnership authority shall continuously maintain a registered agent as provided by chapter 10-01.1 and, if a noncommercial registered agent, the address of the noncommercial registered agent in this state.
N.D.C.C. § 45-15-03.2 Change of registered office or agent
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1. A partnership that files and maintains a statement of partnership authority may change the partnership's registered office, change the partnership's registered agent, or state a change in the name of the partnership's registered agent as provided in chapter 10-01.1. 2. A regis…
N.D.C.C. § 45-15-04 (304) Statement of denial
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A partner or other person named as a partner in a filed statement of partnership authority may file with the secretary of state, along with the fees provided in section 45-13-05, a statement of denial stating the name of the partnership and the fact that is being denied, which ma…
N.D.C.C. § 45-15-05 (305) Partnership liable for partner's actionable conduct
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1. A partnership is liable for loss or injury caused to a person, or for a penalty incurred, as a result of a wrongful act or omission, or other actionable conduct, of a partner acting in the ordinary course of business of the partnership or with authority of the partnership. 2. …
N.D.C.C. § 45-15-06 (306) Partner's liability
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1. Except as otherwise provided in subsection 2 and in chapter 45-22, all partners are liable jointly and severally for all obligations of the partnership unless otherwise agreed by the claimant or provided by law. 2. A person admitted as a partner into an existing partnership is…
N.D.C.C. § 45-15-07 (307) Actions by and against partnership and partners
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1. A partnership may sue and be sued in the name of the partnership. 2. An action may be brought against the partnership and any or all of the partners in the same action or in separate actions. 3. A judgment against a partnership is not by itself a judgment against a partner. A …
N.D.C.C. § 45-15-08 (308) Liability of purported partner
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1. If a person, by words or conduct, purports to be a partner, or consents to being represented by another as a partner, in a partnership or with one or more persons not partners, the purported partner is liable to a person to whom the representation is made, if that person, rely…