As Amended
SEC. 79-12-101. Foreign limited liability partnership acts not deemed transacting business.
(1) The following activities of a foreign limited liability partnership, among others, do not constitute transacting business in this state within the meaning of this chapter:
(a) Maintaining, defending or settling any proceeding;
(b) Holding meetings of its partners or carrying on any other activities concerning its internal affairs;
(c) Maintaining bank accounts;
(d) Selling through independent contractors;
(e) Soliciting or obtaining orders, whether by mail or through employees, agents or otherwise, if the orders require acceptance outside this state before they become contracts;
(f) Creating or acquiring indebtedness, mortgages or security interests in real or personal property;
(g) Securing or collecting indebtedness or enforcing mortgages and security interests in property securing such indebtedness;
(h) Owning, without more, real or personal property;
(i) Conducting an isolated transaction that is completed within thirty (30) days and that it not be one (1) in the course of repeated transactions of a like nature; or
(j) Transacting business in interstate commerce.
(2) A foreign limited liability partnership shall not be considered to be transacting business in this state solely because it:
(a) Owns a controlling interest in a corporation or a foreign corporation that transacts business in this state;
(b) Is a limited partner of a limited partnership or foreign limited partnership that is transacting business in this state; or
(c) Is a member or manager of a limited liability company or foreign limited liability company that is transacting business in this state.
(3) This section does not apply in determining the activities that may subject a foreign limited liability partnership to service of process or taxation in this state or to regulation under any other law of this state.
(4) A foreign limited liability partnership which is a partner or member of any general partnership, limited partnership (other than as a limited partner), limited liability partnership, joint venture, syndicate, pool or other association of any kind (other than a foreign limited liability company), whether or not such foreign limited liability partnership shares with or delegates to others control of such entity, which entity is transacting business in this state, is hereby declared to be transacting business in this state.
SOURCES: Laws, 1995, ch. 353, Sec. 16, eff from and after July 1, 1995