LD 1609
pg. 138
Page 137 of 148 An Act To Establish the Uniform Partnership Act Page 139 of 148
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LR 1469
Item 1

 
2.__Validity of contract or act; defend action or proceeding.__The
failure of a foreign limited liability partnership to obtain
authority to do business in this State in accordance with this
chapter does not impair the validity of a contract or act of the
foreign limited liability partnership or preclude it from defending
an action or proceeding in this State.

 
3.__Limitation on personal liability.__A limitation on
personal liability of a partner is not waived solely by
transacting business in this State without being granted
authority to do business in this State.

 
4.__Agent for service of process.__If a foreign limited
liability partnership transacts business in this State without
being granted the authority to do business in this State, the
Secretary of State is its agent for service of process with
respect to a right of action arising out of the transaction of
business in this State.

 
Sec. B-8. 31 MRSA §859-A, first ¶, as enacted by PL 2003, c. 631, §71,
is amended to read:

 
Notwithstanding Title 4, chapter 5 and Title 5, chapter 375,
the Secretary of State may commence a proceeding under section
859-B to revoke the status authority of a partnership as a
foreign limited liability partnership authorized to do business
in this State if:

 
Sec. B-9. 31 MRSA §859-B, sub-§§2, 3 and 6, as enacted by PL 2003, c.
631, §71, are amended to read:

 
2. Revocation. The foreign partnership's status as a limited
liability partnership authority to do business is revoked if
within 60 30 days after the notice under subsection 1 was issued
the Secretary of State determines that the foreign limited
liability partnership has failed to correct the ground or grounds
for revocation. The Secretary of State shall send notice to the
foreign partnership at the partnership's last registered office
address in this State and to its last registered or principal
office address in its jurisdiction of registration that recites
the ground or grounds for revocation of the foreign partnership's
status as a limited liability partnership and the effective date
of revocation.

 
3. Authority to transact business ceases. The authority of a
foreign limited liability partnership to transact business in
this State ceases on the date of revocation of its authority
unless such revocation is stayed pursuant to section 859-C,
subsection 2.


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