§ 17-21-1106 — Statement of continuance

Wyoming § 17-21-1106

• Jurisdiction: Wyoming
• Title 17: Corporations, Partnerships and Associations
• Ch. 21: UNIFORM PARTNERSHIP ACT
• Art. 11: REGISTERED LIMITED LIABILITY PARTNERSHIPS

Text

(a) Any foreign registered limited liability partnership,
except partnerships acting as an insurer as defined in W.S.
26-1-102(a)(xvi) or acting as a financial institution as defined
in W.S. 13-1-101(a)(ix), may register with the secretary of
state to continue as a registered limited liability partnership
in this state.
(b) To become a registered limited liability partnership,
the foreign registered limited liability partnership shall file
with the office of the secretary of state a statement of
continuance that meets the following requirements:
(i) Complies with the provisions of W.S. 17-21-1101,
including payment of the registration fee;
(ii) Contains written confirmation from the state in
which the partnership was formed that the partnership's
registered domicile in that state is terminated or will be
terminated upon continuance in this state;
(iii) Includes a certified copy of the partnership's
original statement of registration as a registered limited
liability partnership;
(iv) Contains a statement of duration of the
partnership from the date of formation to present;
(v) Contains a statement that the partnership will
abide by the constitution and laws of this state;
(vi) Contains any additional information necessary to
enable the secretary of state to determine whether the foreign
registered limited liability partnership is entitled to continue
in this state as a registered limited liability partnership.
(c) The secretary of state shall register as a registered
limited liability partnership any partnership that submits the
required fee and a statement of continuance that substantially
complies with this section.
(d) Registration is effective immediately upon the filing
of the statement of continuance or at any later date or time
specified in the statement. Upon the effective date, the laws of
Wyoming shall apply to the partnership as a registered limited
liability partnership.
(e) Except for the purpose of W.S. 16-6-101 through
16-6-121, the existence of any registered limited liability
partnership registered upon a statement of continuance shall be
deemed to have commenced on the date the partnership was
originally registered under the laws of another state.
(f) The continuance shall not affect the ownership of
partnership property, liability for any existing obligation,
cause of action, claim, pending or threatened prosecution, civil
or administrative action, conviction, ruling, order or judgment.
The continuance does not deprive a partner of any right or
privilege, nor relieve a partner of any liability.