Chapter 67 Partnerships; Limited Liability Partnerships

General Provisions

§ 67.005 Definitions

Partnerships

§ 67.010 Knowledge and notice
§ 67.015 Effect of partnership agreement
§ 67.020 Supplemental principles of law
§ 67.025 Governing law

Nature of Partnership

§ 67.050 Partnership as entity
§ 67.055 Creation of partnership
§ 67.060 Partnership property
§ 67.065 When property is partnership property
§ 67.070 General powers of a partnership

Relations of Partners to Persons Dealing With Partnership

§ 67.090 Partner agent of partnership
§ 67.095 Transfer of partnership property
§ 67.100 Partnership liable for partner's actionable conduct
§ 67.105 Partner's liability
§ 67.110 Actions by and against partnership and partners
§ 67.115 Liability of purported partner

Relations of Partners to Each Other and to Partnership

§ 67.140 Partner's rights and duties
§ 67.145 Distributions in kind
§ 67.150 Partner's rights and duties with respect to information
§ 67.155 General standards of partner's conduct
§ 67.160 Actions by partnership and partners
§ 67.165 Continuation of partnership beyond definite term or particular undertaking

Transferees and Creditors of Partner

§ 67.190 Partner not co-owner of partnership property
§ 67.195 Partner's transferable interest in partnership
§ 67.200 Transfer of whole or part of partner's transferable interest
§ 67.205 Partner's transferable interest subject to charging order

Partner's Dissociation

§ 67.220 Events causing partner's dissociation
§ 67.225 Partner's power to dissociate
§ 67.230 Effect of partner's dissociation

Partner's Dissociation When Business Not Wound up

§ 67.250 Purchase of dissociated partner's interest
§ 67.255 Dissociated partner's power to bind and liability to partnership
§ 67.260 Dissociated partner's liability to other persons
§ 67.265 Continued use of partnership name

Winding up Partnership Business

§ 67.290 Events causing dissolution and winding up of partnership business
§ 67.295 Partnership continues after dissolution
§ 67.300 Right to wind up partnership business
§ 67.305 Partner's power to bind partnership after dissolution
§ 67.310 Partner's liability to other partners after dissolution
§ 67.315 Settlement of accounts and contributions among partners

Conversions and Mergers

§ 67.340 Definitions for ORS 67.340 to 67.365
§ 67.342 Conversion
§ 67.344 Action on plan of conversion
§ 67.346 Articles of conversion
§ 67.348 Effect of conversion
§ 67.360 Merger
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Limited Liability Partnerships

General Provisions

§ 67.500 Eligibility for registration as a limited liability partnership

Filing Documents

§ 67.520 Filing requirements
§ 67.525 Filing, service, copying and certification fees
§ 67.530 Effective time and date of document
§ 67.535 Filing duty of Secretary of State
§ 67.540 Appeal from actions of Secretary of State
§ 67.545 Evidentiary effect of copy of filed document
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Secretary of State

§ 67.570 Powers

Registration

§ 67.590 Application for registration
§ 67.595 Cancellation of registration

Partnership Powers

§ 67.610 Effect of changes in partnership on limited liability partnership status and liability of partners
§ 67.615 Distributions to partners

Name

§ 67.625 Limited liability partnership name

Service of Process

§ 67.635 Service of process on limited liability partnership

Annual Report

§ 67.645 Annual report

Administrative Revocation

§ 67.655 Grounds for administrative revocation
§ 67.660 Procedure for and effect of administrative revocation
§ 67.665 Reinstatement following administrative revocation
§ 67.670 Appeal from denial of reinstatement

Interstate Application

§ 67.680 Interstate application

Foreign Limited Liability Partnerships

Authority to Transact Business

§ 67.700 Authority to transact business
§ 67.705 Consequences of transacting business without authority
§ 67.710 Application for authority to transact business
§ 67.715 Amendment to application for authority
§ 67.720 Limitations applicable to foreign limited liability partnerships

Name

§ 67.730 Name of foreign limited liability partnership

Withdrawal

§ 67.740 Withdrawal of foreign limited liability partnership

Revocation

§ 67.750 Grounds for revocation
§ 67.755 Procedure for and effect of revocation
§ 67.760 Appeal from revocation
§ 67.765 Reinstatement of authority
§ 67.770 Action by Attorney General

Miscellaneous

§ 67.800 Uniformity of application and construction
§ 67.805 Severability
§ 67.810 Partnership subject to amendment or repeal of chapter
§ 67.815 Short title
Source:
Legislative Counsel Committee, CHAPTER 67—Partnerships; Limited Liability Partnerships, https://­www.­oregonlegislature.­gov/­bills_laws/­ors/­067.­html (2007) (last ac­cessed Feb. 12, 2009).