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Ohio Statutes, Title 17

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Title 17, Title 17. Corporations-Partnerships

41 chapters · 1,271 sections in this title.

All chapters in Title 171,271 Ch 1701, Chapter 1701 | General Corporation Law118 Ch 1706, Chapter 1706 | Ohio Revised Limited …92 Ch 1751, Chapter 1751 | Health Insuring Corpo…83 Ch 1707, Chapter 1707 | Securities77 Ch 1733, Chapter 1733 | Credit Unions77 Ch 1782, Chapter 1782 | Limited Partnerships76 Ch 1776, Chapter 1776 | Ohio Uniform Partners…73 Ch 1702, Chapter 1702 | Nonprofit Corporation Law67 Ch 1745, Chapter 1745 | Uniform Unincorporate…54 Ch 1729, Chapter 1729 | Ohio Cooperative Law53 Ch 1715, Chapter 1715 | Religious And Benevol…52 Ch 1713, Chapter 1713 | Educational Corporations50 Ch 1711, Chapter 1711 | Agricultural Societie…40 Ch 1703, Chapter 1703 | Foreign Corporations30

73 sections·Filtered byTitle 17✕Ch 1776✕

Ohio Rev. Code Ann. § 1776.70 Certificate of merger or consolidation
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(A) Upon the adoption by each constituent entity of an agreement of merger or consolidation pursuant to section 1776.68 or 1776.69 of the Revised Code, the resulting entity shall file a certificate of merger or consolidation with the secretary of state, unless the only constituen…
Ohio Rev. Code Ann. § 1776.71 Effect of merger or consolidation
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(A) When a merger or consolidation becomes effective, all of the following apply: (1) The separate existence of each constituent entity other than the surviving entity in a merger shall cease, except that whenever a conveyance, assignment, transfer, deed, or other instrument or a…
Ohio Rev. Code Ann. § 1776.72 Conversion of another entity into domestic partnership
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(A) Subject to division (B)(2) of this section, pursuant to a written declaration of conversion as provided in this section, a domestic or foreign entity other than a domestic partnership may be converted into a domestic partnership if that conversion is permitted by any section …
Ohio Rev. Code Ann. § 1776.73 Conversion of domestic partnership into another entity
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(A) Except as otherwise provided in division (B)(2) of this section, a domestic partnership may be converted into a domestic or foreign entity other than a domestic partnership pursuant to a written declaration of conversion as this section provides if that conversion is permitte…

Ohio Rev. Code Ann. § 1776.74 Certificate of conversion - effective date

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(A) Upon the adoption of a declaration of conversion pursuant to section 1776.72 or 1776.73 of the Revised Code, or at a later time as authorized by the declaration of conversion, a certificate of conversion that is signed by an authorized representative of the converting entity …

Ohio Rev. Code Ann. § 1776.75 Effect of conversion - action to set aside

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(A) Upon a conversion becoming effective, all of the following apply: (1) The converting entity is continued in the converted entity.(2) The converted entity exists, and the converting entity ceases to exist.(3) The converted entity possesses both of the following and both of the…

Ohio Rev. Code Ann. § 1776.76 Relief for dissenting partner

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(A) Unless otherwise provided in writing in the partnership agreement of a constituent domestic partnership, all of the following are entitled to relief as dissenting partners as provided in section 1776.77 of the Revised Code: (1) Partners of a domestic partnership that is being…

Ohio Rev. Code Ann. § 1776.77 Dissenting partner's demand for fair cash value of interests

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(A) A partner of a domestic partnership is entitled to relief as a dissenting partner with respect to the proposals described in section 1776.76 of the Revised Code only as this section provides. (B)(1) When a proposal of merger, consolidation, or conversion is submitted to the p…

Ohio Rev. Code Ann. § 1776.78 Dissenting partner's complaint

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(A)(1) When authorized by division (F) of section 1776.77 of the Revised Code, a dissenting partner or a partnership may file a complaint under this section demanding the relief this section describes. Any complaint shall contain a brief statement of the facts, including the vote…

Ohio Rev. Code Ann. § 1776.79 Judgment creditors

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When a domestic partnership is a constituent entity to a merger or consolidation that has become effective, and that domestic partnership is not the surviving or resulting entity of the merger or consolidation, or a domestic partnership is the converting entity in a conversion, a…

Ohio Rev. Code Ann. § 1776.81 Conversion to limited liability partnership

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(A) A partnership may become a limited liability partnership pursuant to this section. (B) Any terms and conditions by which a partnership becomes a limited liability partnership shall be approved by the vote necessary to amend the partnership agreement except when the partnershi…

Ohio Rev. Code Ann. § 1776.82 Name of limited liability partnership

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(A) The name of a limited liability partnership shall contain "registered limited liability partnership," "registered partnership having limited liability," "limited liability partnership," "R.L.L.P.," "P.L.L.," "L.L.P.," "RLLP," "PLL," or "LLP." (B) The name of a domestic regist…

Ohio Rev. Code Ann. § 1776.83 Filing of biennial report

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(A) A limited liability partnership and a foreign limited liability partnership authorized to transact business in this state shall file a biennial report in the office of the secretary of state. The report shall contain all of the following: (1) The name of the limited liability…

Ohio Rev. Code Ann. § 1776.84 Distribution to partner where partnership insolvent

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(A) A limited liability partnership shall not make a distribution to a partner to the extent that at the time of the distribution and after giving effect to the distribution, all liabilities of the limited liability partnership exceed the fair value of the assets of the limited l…

Ohio Rev. Code Ann. § 1776.85 Foreign limited liability partnership - governing law

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(A) The law under which a foreign limited liability partnership is formed governs relations among the partners and between the partners and the partnership and the liability of partners for obligations of the partnership. (B) A foreign limited liability partnership may not be den…

Ohio Rev. Code Ann. § 1776.86 Statement of foreign qualification

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(A) A foreign limited liability partnership shall file a statement of foreign qualification with the secretary of state prior to transacting any business in this state. The statement shall contain all of the following: (1) The name of the foreign limited liability partnership. Th…

Ohio Rev. Code Ann. § 1776.87 Action by foreign limited liability partnership

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(A) A foreign limited liability partnership transacting business in this state may not maintain an action or proceeding in this state unless it has in effect a statement of foreign qualification. (B) The failure of a foreign limited liability partnership to have a statement of fo…

Ohio Rev. Code Ann. § 1776.88 What constitutes transacting business

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(A) Activities of a foreign limited liability partnership that do not constitute transacting business for the purpose of section 1776.86 of the Revised Code include all of the following: (1) Maintaining, defending, or settling an action or proceeding;(2) Holding meetings of its p…

Ohio Rev. Code Ann. § 1776.89 Action to restrain foreign limited liability partnership

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The attorney general may maintain an action to restrain a foreign limited liability partnership from transacting business in this state that is in violation of division (C) of section 1776.85 of the Revised Code.

Ohio Rev. Code Ann. § 1776.91 Construction of chapter

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This chapter shall be applied and construed to effectuate the general purpose to make uniform the law with respect to the subject of this chapter among states enacting the uniform partnership act (1997) except where it expressly differs substantially from the uniform partnership …

Ohio Rev. Code Ann. § 1776.92 Short title

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This chapter may be cited as the "Ohio Uniform Partnership Act (1997)."

Ohio Rev. Code Ann. § 1776.95 Application of chapter to partnerships

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(A) Prior to the first day of January, 2010, this chapter governs the following partnerships: (1) A partnership formed on or after the first day of January, 2009, except a partnership that is continuing the business of a dissolved partnership under section 1775.40 of the Revised …

Ohio Rev. Code Ann. § 1776.96 Application of chapter to proceedings

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This chapter does not affect any action or proceeding that commences, or any right that accrues, before the date the partnership is governed by this chapter as determined pursuant to section 1776.95 of the Revised Code.