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Corporations Code Limited Partnerships

Allen Matkins

California Secretary of State Amends Certificate of Cancellation Form, But Is The Change Lawful?

Allen Matkins on

Last summer, I noted that the California Secretary of State's form of certificate of cancellation for limited partnerships required the statement that upon filing a certificate of cancellation, a limited partnership's powers,...more

Allen Matkins

A Vice Chancellor Strives To Untangle California's Limited Partnership Dissolution Statutes

Allen Matkins on

The California Corporations Code governs the birth and death of a wide variety of entities, including corporations, limited partnerships, and limited liability companies.  The provisions relating to each of these types of...more

Allen Matkins

Internal Affairs And Limited Partnerships

Allen Matkins on

What law governs the relations among the partners of a limited partnership and what law governs the relations between the partners and a limited partnership?   Section 15901.06 of the California Corporations Code provides a...more

Allen Matkins

N.C. Supreme Court Interprets California Demand Requirement, But Did The Statute Apply?

Allen Matkins on

The North Carolina's Supreme Court's recently issued opinion in Azure Dolphin, LLC v. Barton, 2018 N.C. LEXIS 1036 caught my eye because it involved an interpretation of California Corporations Code Section 15910.02 which...more

Allen Matkins

Must An LLC Have At Least Two Members?

Allen Matkins on

Although without a peradventure a general partnership requires at least two persons, is the same true of a California limited liability company? My answer is "no". In fact, Section 17704.01(a) of the California Corporations...more

Brownstein Hyatt Farber Schreck

Nevada Legislature Reinforces Internal Affairs Doctrine and Emphasizes Transparency in 2017 Business Law Amendments

The 79th Session of the Nevada Legislature enacted several meaningful amendments to Title 7 of the Nevada Revised Statutes (NRS), which governs business entities, including corporations, limited liability companies and...more

Allen Matkins

This California Court Held That A Limited Partnership Is No Person

Allen Matkins on

In preceding posts, I commented on the multifarious definitions of “person” in the Securities Act of 1933, the Exchange Act of 1934 and various laws within the California Corporations Code. As noted, the Corporations Code’s...more

Dorsey & Whitney LLP

Washington State’s Cooperative Law Overhauled Effective January 1, 2016

Dorsey & Whitney LLP on

For the first time in years, Washington’s cooperative statutes have been given a facelift. Effective January 1, 2016 (except certain provisions affecting Limited Liability Companies (LLCs)), Washington state has created a...more

Brownstein Hyatt Farber Schreck

2015 Nevada Business Entities Law Update

The 78th Session of the Nevada Legislature made a number of changes to provisions of Title 7 of the Nevada Revised Statutes (NRS) governing business entities, including corporations, limited liability companies and limited...more

Allen Matkins

Bill Would Clarify When Limited Partnership Life Begins

Allen Matkins on

When does life begin for a California limited partnership?  The California Uniform Limited Partnership Act of 2008 seems to provide an inconsistent answers.  The first is found in Corporations Code Section 15902.01(a)....more

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