§ 2 — General definitions

New York § 2

• Jurisdiction: New York
• Law PTR: Partnership
• Art. 1: Short Title; Definitions; Construction

Text

§ 2. General definitions. As used in this chapter "court" includes\nevery court and judge having jurisdiction in the case;\n "Business" includes every trade, occupation, or profession;\n "Person" includes individuals, partnerships, corporations, and other\nassociations;\n "Bankrupt" includes bankrupt under the federal bankruptcy act or\ninsolvent under any state insolvent act;\n "Conveyance" includes every assignment, lease, mortgage, or\nencumbrance;\n "Real property" includes land and any interest or estate in land.\n "Foreign professional service corporation" has the meaning given to it\nin subdivision (d) of section fifteen hundred twenty-five of the\nbusiness corporation law.\n "Foreign professional service limited liability company" has the\nmeaning given to it in subdivision (a) of section thirteen hundred one\nof the limited liability company law.\n "Foreign limited liability partnership" means (i) any partnership\nwithout limited partners operating under an agreement governed by the\nlaws of any jurisdiction, other than this state, each of whose partners\nis a professional authorized by law to render a professional service\nwithin this state and who is or has been engaged in the practice of such\nprofession in such partnership or a predecessor entity, or will engage\nin the practice of such profession in the foreign limited liability\npartnership within thirty days of the date of the effectiveness of the\nnotice provided for in subdivision (a) of section 121-1502 of this\nchapter or each of whose partners is a professional, at least one of\nwhom is authorized by law to render a professional service within this\nstate and who is or has been engaged in the practice of such profession\nin such partnership or a predecessor entity, or will engage in the\npractice of such profession in the foreign limited liability partnership\nwithin thirty days of the date of the effectiveness of the notice\nprovided for in subdivision (a) of section 121-1502 of this chapter,\n(ii) any partnership without limited partners operating under an\nagreement governed by the laws of any jurisdiction, other than this\nstate, authorized by, or holding a license, certificate, registration or\npermit issued by the licensing authority pursuant to, the education law\nto render a professional service within this state, which renders or\nintends to render professional services within this state and which is\ndenominated as a registered limited liability partnership or limited\nliability partnership under such laws, regardless of any difference\nbetween such laws and the laws of this state, or (iii) a foreign related\nlimited liability partnership; except that all partners of a foreign\nlimited liability partnership that provides health, professional\nengineering, land surveying, geologic, architectural and/or landscape\narchitectural services in this state shall be licensed in this state.\n "Licensing authority" means the regents of the university of the state\nof New York or the state education department, as the case may be, in\nthe case of all professions licensed under title eight of the education\nlaw, and the appropriate appellate division of the supreme court in the\ncase of the profession of law.\n "New York registered foreign limited liability partnership" means a\nforeign limited liability partnership which has filed a notice pursuant\nto subdivision (a) of section 121-1502 of this chapter that has not been\nwithdrawn or revoked and which complies with subdivision (1) of section\n121-1502 of this chapter.\n "Profession" includes any practice as an attorney and\ncounsellor-at-law or as a licensed physician, and those professions\ndesignated in title eight of the education law.\n "Professional" means an individual duly authorized to practice a\nprofession, a professional service corporation, a professional service\nlimited liability company, a foreign professional service limited\nliability company, a registered limited liability partnership, a foreign\nlimited liability partnership, a foreign professional service\ncorporation or a professional partnership.\n "Professional partnership" means (1) a partnership without limited\npartners each of whose partners is a professional authorized by law to\nrender a professional service within this state, (2) a partnership\nwithout limited partners each of whose partners is a professional, at\nleast one of whom is authorized by law to render a professional service\nwithin this state or (3) a partnership without limited partners\nauthorized by, or holding a license, certificate, registration or permit\nissued by the licensing authority pursuant to the education law to\nrender a professional service within this state; except that all\npartners of a professional partnership that provides medical services in\nthis state must be licensed pursuant to article 131 of the education law\nto practice medicine in this state and all partners of a professional\npartnership that provides dental services in this state must be licensed\npursuant to article 133 of the education law to practice dentistry in\nthis state; and further except that all partners of a professional\npartnership that provides professional engineering, land surveying,\ngeologic, architectural and/or landscape architectural services in this\nstate must be licensed pursuant to article 145, article 147 and/or\narticle 148 of the education law to practice one or more of such\nprofessions in this state.\n "Professional service" means any type of service to the public that\nmay be lawfully rendered by a member of a profession within the purview\nof his or her profession.\n "Professional service corporation" means (i) a corporation organized\nunder article fifteen of the business corporation law and (ii) any other\ncorporation organized under the business corporation law or any\npredecessor statute, which is authorized by, or holds a license,\ncertificate, registration or permit issued by, the licensing authority\npursuant to the education law to render professional services within\nthis state.\n "Professional service limited liability company" means a limited\nliability company organized under article twelve of the limited\nliability company law.\n "Registered limited liability partnership" means a partnership without\nlimited partners operating under an agreement governed by the laws of\nthis state, registered under section 121-1500 of this chapter and\ncomplying with section 121-1501 of this chapter.\n "Foreign related limited liability partnership" means a partnership\nwithout limited partners operating under an agreement governed by the\nlaws of any jurisdiction, other than this state, which (i) is\ndenominated as a limited liability partnership or registered limited\nliability partnership under such laws, (ii) is not a foreign limited\nliability partnership under clause (i) or (ii) of the paragraph defining\nforeign limited liability partnership in this section, (iii) is\naffiliated with a professional service limited liability company,\nforeign professional service limited liability company, professional\nservice corporation, foreign professional service corporation,\nregistered limited liability partnership that is a professional\npartnership under this section or a foreign limited liability\npartnership under clause (i) or (ii) of the paragraph defining foreign\nlimited liability partnership in this section, and (iv) renders services\nrelated or complementary to the professional services rendered by, or\nprovides services or facilities to, such professional service limited\nliability company, foreign professional service limited liability\ncompany, professional service corporation, foreign professional service\ncorporation, registered limited liability partnership or foreign limited\nliability partnership. For purposes of this paragraph, such a\npartnership is affiliated with a professional service limited liability\ncompany, foreign professional service limited liability company,\nprofessional service corporation, foreign professional service\ncorporation, registered limited liability partnership or foreign limited\nliability partnership if (1) at least a majority of partners in one\npartnership are partners in the other partnership, (2) at least a\nmajority of the partners in each partnership also are partners, hold\ninterests or are members in a limited liability company or other\nbusiness entity, and each partnership renders services pursuant to an\nagreement with such limited liability company or other business entity,\nor (3) the partnerships or the partnership and such professional service\nlimited liability company, such foreign professional service limited\nliability company, such professional service corporation, or such\nforeign professional service corporation are affiliates within the\nmeaning of paragraph (a) of section nine hundred twelve of the business\ncorporation law.\n "Related limited liability partnership" means a partnership without\nlimited partners operating under an agreement governed by the laws of\nthis state, which (i) is not a professional partnership under this\nsection, (ii) is affiliated with a professional service limited\nliability company, foreign professional service limited liability\ncompany, professional service corporation, foreign professional service\ncorporation, registered limited liability partnership that is a\nprofessional partnership under this section or a foreign limited\nliability partnership under clause (i) or (ii) of the paragraph defining\nforeign limited liability partnership in this section, and (iii) renders\nservices related or complementary to the professional services rendered\nby, or provides services or facilities to, such professional service\nlimited liability company, foreign professional service limited\nliability company, professional service corporation, foreign\nprofessional service corporation, registered limited liability\npartnership or foreign limited liability partnership. For purposes of\nthis paragraph, such a partnership is affiliated with a professional\nservice limited liability company, foreign professional service limited\nliability company, professional service corporation, foreign\nprofessional service corporation, registered limited liability\npartnership or foreign limited liability partnership if (1) at least a\nmajority of partners in one partnership are partners in the other\npartnership, (2) at least a majority of the partners in each partnership\nalso are partners, hold interests or are members in a limited liability\ncompany or other business entity, and each partnership renders services\npursuant to an agreement with such limited liability company or other\nbusiness entity, or (3) the partnerships or the partnership and such\nprofessional service limited liability company, such foreign\nprofessional service limited liability company, such professional\nservice corporation, or such foreign professional service corporation\nare affiliates within the meaning of paragraph (a) of section nine\nhundred twelve of the business corporation law.\n