§ 488.101 Short title
§ 488.102 Definitions
§ 488.103 Knowledge and notice
§ 488.104 Nature, purpose, and duration of entity
§ 488.105 Powers
§ 488.106 Governing law
§ 488.107 Supplemental principles of law — rate of interest.
§ 488.108 Name
§ 488.109 Reservation of name
§ 488.110 Effect of partnership agreement — nonwaivable provisions.
§ 488.111 Required information
§ 488.112 Business transactions of partner with partnership
§ 488.113 Dual capacity
§ 488.114 Registered office and registered agent for service of process
§ 488.115 Change of registered office or registered agent for service of process
§ 488.116 Resignation of registered agent for service of process
§ 488.117 Service of process
§ 488.118 Consent and proxies of partners
§ 488.201 Formation of limited partnership — certificate of limited partnership.
§ 488.202 Amendment or restatement of certificate
§ 488.203 Statement of termination
§ 488.204 Signing of records
§ 488.205 Signing and filing pursuant to judicial order
§ 488.206 Delivery to and filing of records by secretary of state — effective time and date.
§ 488.207 Correcting filed record
§ 488.208 Liability for false information in filed record — penalty.
§ 488.209 Certificate of existence or authorization
§ 488.210 Biennial report for secretary of state
§ 488.301 Becoming limited partner
§ 488.302 No right or power as limited partner to bind limited partnership
§ 488.303 No liability as limited partner for limited partnership obligations
§ 488.304 Right of limited partner and former limited partner to information
§ 488.305 Limited duties of limited partners
§ 488.306 Person erroneously believing self to be limited partner
§ 488.401 Becoming general partner
§ 488.402 General partner agent of limited partnership
§ 488.403 Limited partnership liable for general partner’s actionable conduct.
§ 488.404 General partner’s liability.
§ 488.405 Actions by and against partnership and partners
§ 488.406 Management rights of general partner
§ 488.407 Right of general partner and former general partner to information
§ 488.408 General standards of general partner’s conduct.
§ 488.501 Form of contribution
§ 488.502 Liability for contribution
§ 488.503 Sharing of distributions
§ 488.504 Interim distributions
§ 488.505 No distribution on account of dissociation
§ 488.506 Distribution in kind
§ 488.507 Right to distribution
§ 488.508 Limitations on distribution
§ 488.509 Liability for improper distributions
§ 488.601 Dissociation as limited partner
§ 488.602 Effect of dissociation as limited partner
§ 488.603 Dissociation as general partner
§ 488.604 Person’s power to dissociate as general partner — wrongful dissociation.
§ 488.605 Effect of dissociation as general partner
§ 488.606 Power to bind — liability to limited partnership before dissolution of partnership of person dissociated as general partner.
§ 488.607 Liability to other persons of person dissociated as general partner
§ 488.701 Partner’s transferable interest.
§ 488.702 Transfer of partner’s transferable interest.
§ 488.703 Rights of creditor of partner or transferee
§ 488.704 Power of estate of deceased partner
§ 488.801 Nonjudicial dissolution
§ 488.802 Judicial dissolution
§ 488.803 Winding up
§ 488.804 Power of general partner and person dissociated as general partner to bind partnership after dissolution
§ 488.805 Liability after dissolution of general partner and person dissociated as general partner to limited partnership, other general partners, and persons dissociated as general partner
§ 488.806 Known claims against dissolved limited partnership
§ 488.807 Other claims against dissolved limited partnership
§ 488.807A Court proceedings
§ 488.808 Liability of general partner and person dissociated as general partner when claim against limited partnership barred
§ 488.809 Administrative dissolution
§ 488.810 Reinstatement following administrative dissolution
§ 488.811 Appeal from denial of reinstatement
§ 488.812 Disposition of assets — when contributions required.
§ 488.901 Governing law
§ 488.902 Application for certificate of authority
§ 488.903 Activities not constituting transacting business
§ 488.904 Approval of application for certificate of authority — notification.
§ 488.905 Noncomplying name of foreign limited partnership
§ 488.906 Revocation of certificate of authority
§ 488.907 Cancellation of certificate of authority — effect of failure to have certificate.
§ 488.908 Action by attorney general
§ 488.1001 Direct action by partner
§ 488.1002 Derivative action
§ 488.1003 Proper plaintiff
§ 488.1004 Pleading
§ 488.1005 Proceeds and expenses
§ 488.1101 Definitions
§ 488.1102 Conversion
§ 488.1103 Action on plan of conversion by converting limited partnership
§ 488.1104 Filings required for conversion — effective date.
§ 488.1105 Effect of conversion
§ 488.1106 Mergers
§ 488.1107 Action on plan of merger by constituent limited partnership
§ 488.1108 Filings required for merger — effective date.
§ 488.1109 Effect of merger
§ 488.1110 Restrictions on approval of conversions and mergers and on relinquishing limited liability limited partnership status
§ 488.1111 Liability of general partner after conversion or merger
§ 488.1112 Power of general partners and persons dissociated as general partners to bind organization after conversion or merger
§ 488.1113 Article not exclusive
§ 488.1201 Uniformity of application and construction
§ 488.1202 Severability
§ 488.1203 Relation to Electronic Signatures in Global and National Commerce Act
§ 488.1204 Application to existing relationships
§ 488.1205 Savings clause
§ 488.1206 Fees

Terms Used In Iowa Code > Chapter 488

  • Certificate of limited partnership: means the certificate required by section 488. See Iowa Code 488.102
  • Debtor in bankruptcy: means a person that is the subject of either of the following:
  • deed: is a pplied to an instrument conveying lands, but does not imply a sealed instrument; and the words "bond" and "indenture" do not necessarily imply a seal, and the word "undertaking" means a promise or security in any form. See Iowa Code 4.1
  • delivered: means any method of delivery used in conventional commercial practice, including delivery in person, by mail, commercial delivery, and electronic transmission. See Iowa Code 488.102
  • 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. See Iowa Code 488.102
  • electronically transmitted: means any process of communication not directly involving the physical transfer of paper that is suitable for the retention, retrieval, and reproduction of information by the recipient. See Iowa Code 488.102
  • following: when used by way of reference to a chapter or other part of a statute mean the next preceding or next following chapter or other part. See Iowa Code 4.1
  • 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 488. See Iowa Code 488.102
  • Foreign limited partnership: means a partnership formed under the laws of a jurisdiction other than Iowa and required by those laws to have one or more general partners and one or more limited partners. See Iowa Code 488.102
  • General partner: means :
  • Limited partner: means :
  • Partner: means a limited partner or general partner. See Iowa Code 488.102
  • Partnership agreement: means the partners' agreement, whether oral, implied, in a record, or in any combination, concerning the limited partnership. See Iowa Code 488.102
  • Person: means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, or government; governmental subdivision, agency, or instrumentality; public corporation; or any other legal or commercial entity. See Iowa Code 488.102
  • person: means individual, corporation, limited liability company, government or governmental subdivision or agency, business trust, estate, trust, partnership or association, or any other legal entity. See Iowa Code 4.1
  • Person dissociated as a general partner: means a person dissociated as a general partner of a limited partnership. See Iowa Code 488.102
  • personal property: include money, goods, chattels, evidences of debt, and things in action. See Iowa Code 4.1
  • 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. See Iowa Code 488.102
  • property: includes personal and real property. See Iowa Code 4.1
  • 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 Iowa Code 488.102
  • Registered office: means :
  • Required information: means the information that a limited partnership is required to maintain under section 488. See Iowa Code 488.102
  • 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. See Iowa Code 488.102
  • Sign: means either of the following:
  • Signature: includes an electronic signature as defined in section 554D. See Iowa Code 4.1
  • 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 Iowa Code 488.102
  • state: when applied to the different parts of the United States, includes the District of Columbia and the territories, and the words "United States" may include the said district and territories. See Iowa Code 4.1
  • Transfer: includes an assignment, conveyance, deed, bill of sale, lease, mortgage, security interest, encumbrance, gift, and transfer by operation of law. See Iowa Code 488.102
  • Transferable interest: means a partner's right to receive distributions. See Iowa Code 488.102
  • 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 Iowa Code 488.102
  • undertaking: means a promise or security in any form. See Iowa Code 4.1
  • United States: includes all the states. See Iowa Code 4.1
  • year: means twelve consecutive months. See Iowa Code 4.1