Hawaii Revised Statutes 425E-102 – Definitions
Terms Used In Hawaii Revised Statutes 425E-102
- Certificate of limited partnership: means the certificate required by § 425E-201. See Hawaii Revised Statutes 425E-102
- Deed: The legal instrument used to transfer title in real property from one person to another.
- Director: means the director of the department of commerce and consumer affairs. See Hawaii Revised Statutes 425E-102
- Entity: includes domestic and foreign corporations, domestic professional corporations, domestic and foreign limited liability companies, domestic and foreign nonprofit corporations, domestic and foreign business trusts, estates, domestic and foreign partnerships, domestic and foreign limited partnerships, domestic and foreign limited liability partnerships, trusts, two or more persons having joint or common economic interest, associations and cooperative associations, and state, federal, and foreign governments. See Hawaii Revised Statutes 425E-102
- Foreign limited liability limited partnership: means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to section 425E-404(c). See Hawaii Revised Statutes 425E-102
- Foreign limited partnership: means a partnership formed under the laws of a jurisdiction other than this State and required by those laws to have one or more general partners and one or more limited partners. See Hawaii Revised Statutes 425E-102
- General partner: means :
(1) With respect to a limited partnership, a person that:
(A) Becomes a general partner under § 425E-401; or
(B) Was a general partner in a limited partnership when the limited partnership became subject to this chapter under section 425E-1204(a) or (b); and
(2) With respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a general partner in a limited partnership. See Hawaii Revised Statutes 425E-102
- Gift: A voluntary transfer or conveyance of property without consideration, or for less than full and adequate consideration based on fair market value.
- Individual: means a natural person. See Hawaii Revised Statutes 425E-102
- Jurisdiction: (1) The legal authority of a court to hear and decide a case. Concurrent jurisdiction exists when two courts have simultaneous responsibility for the same case. (2) The geographic area over which the court has authority to decide cases.
- Lease: A contract transferring the use of property or occupancy of land, space, structures, or equipment in consideration of a payment (e.g., rent). Source: OCC
- Limited partner: means :
(1) With respect to a limited partnership, a person that:
(A) Becomes a limited partner under § 425E-301; or
(B) Was a limited partner in a limited partnership when the limited partnership became subject to this chapter under section 425E-1204(a) or (b); and
(2) With respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a limited partner in a limited partnership. See Hawaii Revised Statutes 425E-102
- Mortgage: The written agreement pledging property to a creditor as collateral for a loan.
- Partner: means a limited partner or general partner. See Hawaii Revised Statutes 425E-102
- 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.
- Person: includes any individual or entity. See Hawaii Revised Statutes 425E-102
- Person dissociated as a general partner: means a person dissociated as a general partner of a limited partnership. See Hawaii Revised Statutes 425E-102
- Record: means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form. See Hawaii Revised Statutes 425E-102
- State: means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States. See Hawaii Revised Statutes 425E-102
- Statute: A law passed by a legislature.
- Transfer: includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law. See Hawaii Revised Statutes 425E-102
- Transferable interest: means a partner's right to receive distributions. See Hawaii Revised Statutes 425E-102
- Transferee: means a person to which all or part of a transferable interest has been transferred, whether or not the transferor is a partner. See Hawaii Revised Statutes 425E-102
As used in this chapter:
“Certificate of limited partnership” means the certificate required by § 425E-201. The term includes the certificate as amended or restated.
“Contribution”, except in the phrase “right of contribution”, means any benefit provided by a person to a limited partnership in order to become a partner or in the person’s capacity as a partner.
“Debtor in bankruptcy” means a person that is the subject of:
(1) An order for relief under Title 11 of the United States Code or a comparable order under a successor statute of general application; or
(2) A comparable order under federal, state, or foreign law governing insolvency.
“Director” means the director of the department of commerce and consumer affairs.
“Distribution” means a transfer of money or other property from a limited partnership to a partner in the partner’s capacity as a partner or to a transferee on account of a transferable interest owned by the transferee.
“Entity” includes domestic and foreign corporations, domestic professional corporations, domestic and foreign limited liability companies, domestic and foreign nonprofit corporations, domestic and foreign business trusts, estates, domestic and foreign partnerships, domestic and foreign limited partnerships, domestic and foreign limited liability partnerships, trusts, two or more persons having joint or common economic interest, associations and cooperative associations, and state, federal, and foreign governments.
“Foreign limited liability limited partnership” means a foreign limited partnership whose general partners have limited liability for the obligations of the foreign limited partnership under a provision similar to section 425E-404(c).
“Foreign limited partnership” means a partnership formed under the laws of a jurisdiction other than this State and required by those laws to have one or more general partners and one or more limited partners. The term includes a foreign limited liability limited partnership.
“General partner” means:
(1) With respect to a limited partnership, a person that:
(A) Becomes a general partner under § 425E-401; or
(B) Was a general partner in a limited partnership when the limited partnership became subject to this chapter under section 425E-1204(a) or (b); and
(2) With respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a general partner in a limited partnership.
“Individual” means a natural person.
“Limited liability limited partnership”, except in the phrase “foreign limited liability limited partnership”, means a limited partnership whose certificate of limited partnership states that the limited partnership is a limited liability limited partnership.
“Limited partner” means:
(1) With respect to a limited partnership, a person that:
(A) Becomes a limited partner under § 425E-301; or
(B) Was a limited partner in a limited partnership when the limited partnership became subject to this chapter under section 425E-1204(a) or (b); and
(2) With respect to a foreign limited partnership, a person that has rights, powers, and obligations similar to those of a limited partner in a limited partnership.
“Limited partnership”, except in the phrases “foreign limited partnership” and “foreign limited liability limited partnership”, means an entity, having one or more general partners and one or more limited partners, which is formed under this chapter by two or more persons or becomes subject to this chapter under article 11 or section 425E-1204(a) or (b). The term includes a limited liability limited partnership.
“Partner” means a limited partner or general partner.
“Partnership agreement” means the partners’ agreement, whether oral, implied, in a record, or in any combination, concerning the limited partnership. The term includes the agreement as amended.
“Person” includes any individual or entity.
“Person dissociated as a general partner” means a person dissociated as a general partner of a limited partnership.
“Principal office” means the office where the principal executive office of a limited partnership or foreign limited partnership is located, whether or not the office is located in this State.
“Record” means information that is inscribed on a tangible medium or that is stored in an electronic or other medium and is retrievable in perceivable form.
“Registered office” means the office that a domestic or foreign limited partnership is required to register and maintain under § 425E-114.
“Required information” means the information that a limited partnership is required to maintain under § 425E-111.
“Sign” means to execute or adopt a tangible symbol with the present intent to authenticate a record or to attach or logically associate an electronic symbol, sound, or process to or with a record with the present intent to authenticate the record.
“State” means a state of the United States, the District of Columbia, Puerto Rico, the United States Virgin Islands, or any territory or insular possession subject to the jurisdiction of the United States.
“This State” means the State of Hawaii.
“Transfer” includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law.
“Transferable interest” means a partner’s right to receive distributions.
“Transferee” means a person to which all or part of a transferable interest has been transferred, whether or not the transferor is a partner.