Kansas Statutes 56-1a,507. Doing business without registration
Terms Used In Kansas Statutes 56-1a,507
- Contract: A legal written agreement that becomes binding when signed.
- Foreign limited partnership: means a partnership formed under the laws of any state or jurisdiction other than the state of Kansas, or under the laws of any foreign country, and having as partners one or more general partners and one or more limited partners. See Kansas Statutes 56-1a,101
- General partner: means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and so named in the certificate of limited partnership or similar instrument of the state or foreign country under which the limited partnership is organized if so required. See Kansas Statutes 56-1a,101
- Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See Kansas Statutes 56-1a,101
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- State: means a state, territory, or possession of the United States, the District of Columbia or the Commonwealth of Puerto Rico. See Kansas Statutes 56-1a,101
(a) A foreign limited partnership doing business in the state of Kansas may not maintain any action, suit or proceeding in the state of Kansas until it has registered in this state and has paid to the state all fees and penalties for the years, or parts thereof, during which it did business in the state without having registered.
(b) The failure of a foreign limited partnership to register in the state of Kansas does not:
(1) Impair the validity of any contract or act of the foreign limited partnership;
(2) impair the right of any other party to the contract to maintain any action, suit or proceeding on the contract; or
(3) prevent the foreign limited partnership from defending any action, suit or proceeding in any court of the state of Kansas.
(c) A limited partner of a foreign limited partnership is not liable as a general partner of the foreign limited partnership solely by reason of the limited partnership’s having done business in the state of Kansas without registration.