178.0803 Rescinding dissolution.
178.0804 Power to bind partnership after dissolution.
178.0805 Liability after dissolution of partner and person dissociated as partner.
178.0806 Disposition of assets in winding up; when contributions required.
178.0807 Known claims against dissolved limited liability partnership.
178.0808 Claims against dissolved limited liability partnership generally.
178.0809 Court proceedings.
178.0810 Liability of partner and person dissociated as partner when claim against partnership barred.
SUBCHAPTER IX
LIMITED LIABILITY PARTNERSHIP
178.0901 Statement of qualification.
178.0902 Permitted names.
178.09031 Grounds for revocation.
178.09032 Procedure for and effect of administrative revocation.
178.0904 Reinstatement following administrative revocation.
178.0905 Appeal from denial of reinstatement.
178.0906 Reservation of name.
178.0907 Registration of name.
178.0908 Registered agent and registered office.
178.0909 Change of registered agent or registered office by limited liability partnership.
178.0910 Resignation of registered agent.
178.0911 Change of name or address by registered agent.
178.0912 Service of process, notice, or demand.
178.0913 Annual report for department.
SUBCHAPTER X
FOREIGN LIMITED
LIABILITY PARTNERSHIP
178.1002 Registration to do business in this state.
178.1003 Foreign registration statement.
178.1004 Amendment of foreign registration statement.
178.1005 Activities not constituting doing business.
178.1006 Noncomplying name of foreign limited liability partnership.
178.1007 Withdrawal deemed on conversion to or merger into domestic filing entity or domestic limited liability partnership.
178.1008 Withdrawal on dissolution or conversion to nonfiling entity other than limited liability partnership.
178.1009 Transfer of registration.
178.10101 Grounds for revocation.
178.10102 Procedure for and effect of revocation.
178.10103 Appeal from revocation.
178.1011 Withdrawal of registration of registered foreign limited liability partnership.
178.1012 Action by attorney general.
SUBCHAPTER XI
MERGER, INTEREST EXCHANGE,
CONVERSION, AND DOMESTICATION
178.1102 Relationship of subchapter to other laws.
178.1103 Existing purpose.
178.1105 Reference to external facts.
178.1121 Merger authorized.
178.1123 Approval of merger; amendment; abandonment.
178.1124 Filings required for merger; effective date.
178.1125 Effect of merger.
178.1131 Interest exchange authorized.
178.1132 Plan of interest exchange.
178.1133 Approval of interest exchange; amendment; abandonment.
178.1134 Filings required for interest exchange; effective date.
178.1135 Effect of interest exchange.
178.1141 Conversion authorized.
178.1142 Plan of conversion.
178.1143 Approval of conversion; amendment; abandonment.
178.1144 Filings required for conversion; effective date.
178.1145 Effect of conversion.
178.1151 Domestication authorized.
178.1152 Plan of domestication.
178.1153 Approval of domestication; amendment; abandonment.
178.1154 Filings required for domestication; effective date.
178.1155 Effect of domestication.
178.1161 Restrictions on approval of mergers, interest exchanges, conversions and domestications.
SUBCHAPTER XII
MISCELLANEOUS PROVISIONS
178.1201 Uniformity of application and construction.
178.1202 Relation to electronic signatures in global and national commerce act.
GENERAL PROVISIONS
178.0101
178.0101
Short title. This chapter may be cited as the “Wisconsin Uniform Partnership Law."
178.0101 History
History: 2015 a. 295.
178.0102
178.0102
Definitions. In this chapter:
178.0102(1)
(1) “Business" includes every trade, occupation, and profession.
178.0102(2)
(2) “Contribution," except in the phrase “right of contribution," means property or a benefit described in s.
178.0403 which is provided by a person to a partnership to become a partner or in the person's capacity as a partner.
178.0102(3)
(3) “Debtor in bankruptcy" means a person that is the subject of any of the following:
178.0102(3)(a)
(a) An order for relief under Title 11, USC, or a comparable order under a successor statute of general application.
178.0102(3)(b)
(b) A comparable order under federal, state, or foreign law governing insolvency.
178.0102(3m)
(3m) “Department" means the department of financial institutions.
178.0102(4)(a)(a) Except as provided in par.
(b), “distribution" means a transfer of money or other property from a partnership to a person on account of a transferable interest or in the person's capacity as a partner. The term includes all of the following:
178.0102(4)(a)1.
1. A redemption or other purchase by a partnership of a transferable interest.
178.0102(4)(a)2.
2. A transfer to a partner in return for the partner's relinquishment of any right to participate as a partner in the management or conduct of the partnership's business or have access to records or other information concerning the partnership's business.
