Wisconsin Statutes 179.10102 – Procedure for and effect of termination
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Terms Used In Wisconsin Statutes 179.10102
- Following: when used by way of reference to any statute section, means the section next following that in which the reference is made. See Wisconsin Statutes 990.01
- in writing: includes any representation of words, letters, symbols or figures. See Wisconsin Statutes 990.01
- 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: when applied to states of the United States, includes the District of Columbia, the commonwealth of Puerto Rico and the several territories organized by Congress. See Wisconsin Statutes 990.01
(1) If the department determines that one or more grounds exist under s. 179.10101 for termination of a foreign limited partnership‘s registration, the department may give the foreign limited partnership notice of the determination. The notice shall be in writing and addressed to the registered agent of the foreign limited partnership.
(2)
(a) Within 60 days after the notice under sub. (1) takes effect under s. 179.0103 (7m), the foreign limited partnership shall, with respect to each ground for termination, either correct it or demonstrate to the reasonable satisfaction of the department that it does not exist.
(b) If the foreign limited partnership fails to satisfy par. (a), the department may terminate the foreign limited partnership’s registration by entering a notation in the department’s records to reflect each ground for termination and the effective date of the termination. The department shall give the foreign limited partnership notice of each ground for termination and the effective date of the termination. The notice shall be in writing and addressed to the registered agent of the foreign limited partnership in this state.
(c)
1. The department shall reinstate the registration if the foreign limited partnership does all of the following within 6 months after the effective date of the termination:
a. Corrects each ground for termination.
b. Pays any fees or penalties due the department under this chapter or $5,000, whichever is less.
2. A reinstatement under this paragraph shall relate back to and take effect as of the effective date of the termination, and the foreign limited partnership may resume carrying on its business as if the termination never occurred.
(3)
(a) If a notice under sub. (1) or (2) (b) is returned to the department as undeliverable, the department shall again give notice to the foreign limited partnership. Except as provided under par. (b), the notice shall be in writing and addressed to the principal office of the foreign limited partnership.
(b) If the notice under par. (a) is returned to the department as undeliverable or if the foreign limited partnership’s principal office cannot be determined from the records of the department, the department shall give notice by posting the notice on the department’s Internet site.
(4) The authority of a foreign limited partnership to transact business in this state, other than as provided in s. 179.1005 (1) and (2), ends on the effective date of the termination of its registration.
(5) If the department or a court terminates a foreign limited partnership’s registration, the foreign limited partnership may be served under s. 179.0121(2) or (3) or the foreign limited partnership’s registered agent may be served until the registered agent’s authority is terminated, in any civil, criminal, administrative, or investigatory proceeding based on a cause of action which arose while the foreign limited partnership was authorized to do business in this state.
(6) Termination of a foreign limited partnership’s registration does not terminate the authority of its registered agent.