{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.1.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.1.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.1.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.1.html"}],"law_id":80626,"edition_id":1,"section_id":80626,"structure_id":14973,"section_number":"50-73.1","catch_line":"Definitions","history":"1985, c. 607; 1987, c. 702; 1990, c. 343; 1992, c. 575; 1997, c. 190; 2003, c. 340; 2007, c. 631; 2010, c. 675; 2021, Sp. Sess. I, c. 487.","full_text":"As used in this chapter, unless the context requires a different meaning:\n\t\t“Certificate of limited partnership” means the certificate referred to in \u00a7 50-73.11, and the certificate as amended or restated.\n\t\t“Commission” means the State Corporation Commission.\n\t\t“Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner.\n\t\t“Domestic,” with respect to an entity, means an entity governed as to its internal affairs by the organic law of the Commonwealth.\n\t\t“Domestic business trust” has the same meaning as specified in \u00a7 13.1-1201.\n\t\t“Domestic corporation” has the same meaning as specified in \u00a7 13.1-603.\n\t\t“Domestic limited liability company” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Domestic nonstock corporation” has the same meaning as “domestic corporation” as specified in \u00a7 13.1-803.\n\t\t“Domestic partnership” means an association of two or more persons to carry on as co-owners a business for profit formed under \u00a7 50-73.88, or predecessor law of the Commonwealth, and includes, for all purposes of the laws of the Commonwealth, a registered limited liability partnership.\n\t\t“Effective date,” when referring to a document for which effectiveness is contingent upon the filing with or issuance of a certificate by the Commission, means the time and date determined in accordance with subsection C of \u00a7 50-73.17.\n\t\t“Entity” includes any domestic or foreign limited partnership or other business entity, any estate or trust, and any state, the United States, and any foreign government.\n\t\t“Event of withdrawal of a general partner” means an event that causes a person to cease to be a general partner as provided in \u00a7 50-73.28.\n\t\t“Foreign,” with respect to an entity, means an entity governed as to its internal affairs by the organic law of a jurisdiction other than the Commonwealth.\n\t\t“Foreign business trust” has the same meaning as specified in \u00a7 13.1-1201.\n\t\t“Foreign corporation” has the same meaning as specified in \u00a7 13.1-603.\n\t\t“Foreign limited liability company” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Foreign limited partnership” means a partnership formed under the laws of any state or jurisdiction other than the Commonwealth and having as partners one or more general partners and one or more limited partners.\n\t\t“Foreign partnership” means an association of two or more persons to carry on as co-owners of a business for profit formed under the laws of any state or jurisdiction other than the Commonwealth, and includes, for all purposes of the laws of the Commonwealth, a foreign registered limited liability partnership.\n\t\t“Foreign registered limited liability partnership” has the same meaning as specified in \u00a7 50-73.79.\n\t\t“General partner” means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner.\n\t\t“Jurisdiction of formation” means the state or country the law of which includes the organic law governing a domestic or foreign limited partnership or other business entity.\n\t\t“Limited partner” means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.\n\t\t“Limited partnership” and “domestic limited partnership” mean a partnership formed by two or more persons under the laws of the Commonwealth and having one or more general partners and one or more limited partners.\n\t\t“Liquidating trustee” means a person, other than a general partner, but including a limited partner, who carries out the winding up of a limited partnership as provided in this chapter.\n\t\t“Organic law” means the statute governing the internal affairs of a domestic or foreign limited partnership or eligible entity.\n\t\t“Other business entity” means a domestic or foreign stock corporation, nonstock corporation, business trust, limited liability company, or partnership.\n\t\t“Partner” means a limited or general partner.\n\t\t“Partnership agreement” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.\n\t\t“Partnership interest” means a partner’s share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.\n\t\t“Person” means an individual, partnership, limited partnership (domestic or foreign), trust, estate, association, corporation, or any other legal or commercial entity.\n\t\t“Principal office” means the office, in or out of the Commonwealth, where the principal executive offices of a domestic or foreign limited partnership are located. Any reference to a specified office contained in the records of the Commission as of July 1, 2010, shall be deemed, in all instances, to be a reference to the principal office of a domestic or foreign limited partnership.\n\t\t“Protected series” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Registered limited liability partnership” means a limited partnership or general partnership formed under the laws of the Commonwealth that is registered under \u00a7 50-73.132.\n\t\t“State” means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico.","order_by":null,"text":{"0":{"id":288972,"text":"As used in this chapter, unless the context requires a different meaning:\n\t\t“Certificate of limited partnership” means the certificate referred to in \u00a7 50-73.11, and the certificate as amended or restated.\n\t\t“Commission” means the State Corporation Commission.\n\t\t“Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner.\n\t\t“Domestic,” with respect to an entity, means an entity governed as to its internal affairs by the organic law of the Commonwealth.\n\t\t“Domestic business trust” has the same meaning as specified in \u00a7 13.1-1201.\n\t\t“Domestic corporation” has the same meaning as specified in \u00a7 13.1-603.\n\t\t“Domestic limited liability company” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Domestic nonstock corporation” has the same meaning as “domestic corporation” as specified in \u00a7 13.1-803.\n\t\t“Domestic partnership” means an association of two or more persons to carry on as co-owners a business for profit formed under \u00a7 50-73.88, or predecessor law of the Commonwealth, and includes, for all purposes of the laws of the Commonwealth, a registered limited liability partnership.\n\t\t“Effective date,” when referring to a document for which effectiveness is contingent upon the filing with or issuance of a certificate by the Commission, means the time and date determined in accordance with subsection C of \u00a7 50-73.17.\n\t\t“Entity” includes any domestic or foreign limited partnership or other business entity, any estate or trust, and any state, the United States, and any foreign government.\n\t\t“Event of withdrawal of a general partner” means an event that causes a person to cease to be a general partner as provided in \u00a7 50-73.28.\n\t\t“Foreign,” with respect to an entity, means an entity governed as to its internal affairs by the organic law of a jurisdiction other than the Commonwealth.\n\t\t“Foreign business trust” has the same meaning as specified in \u00a7 13.1-1201.\n\t\t“Foreign corporation” has the same meaning as specified in \u00a7 13.1-603.\n\t\t“Foreign limited liability company” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Foreign limited partnership” means a partnership formed under the laws of any state or jurisdiction other than the Commonwealth and having as partners one or more general partners and one or more limited partners.\n\t\t“Foreign partnership” means an association of two or more persons to carry on as co-owners of a business for profit formed under the laws of any state or jurisdiction other than the Commonwealth, and includes, for all purposes of the laws of the Commonwealth, a foreign registered limited liability partnership.\n\t\t“Foreign registered limited liability partnership” has the same meaning as specified in \u00a7 50-73.79.\n\t\t“General partner” means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner.\n\t\t“Jurisdiction of formation” means the state or country the law of which includes the organic law governing a domestic or foreign limited partnership or other business entity.\n\t\t“Limited partner” means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.\n\t\t“Limited partnership” and “domestic limited partnership” mean a partnership formed by two or more persons under the laws of the Commonwealth and having one or more general partners and one or more limited partners.\n\t\t“Liquidating trustee” means a person, other than a general partner, but including a limited partner, who carries out the winding up of a limited partnership as provided in this chapter.\n\t\t“Organic law” means the statute governing the internal affairs of a domestic or foreign limited partnership or eligible entity.\n\t\t“Other business entity” means a domestic or foreign stock corporation, nonstock corporation, business trust, limited liability company, or partnership.\n\t\t“Partner” means a limited or general partner.\n\t\t“Partnership agreement” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.\n\t\t“Partnership interest” means a partner’s share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.\n\t\t“Person” means an individual, partnership, limited partnership (domestic or foreign), trust, estate, association, corporation, or any other legal or commercial entity.\n\t\t“Principal office” means the office, in or out of the Commonwealth, where the principal executive offices of a domestic or foreign limited partnership are located. Any reference to a specified office contained in the records of the Commission as of July 1, 2010, shall be deemed, in all instances, to be a reference to the principal office of a domestic or foreign limited partnership.\n\t\t“Protected series” has the same meaning as specified in \u00a7 13.1-1002.\n\t\t“Registered limited liability partnership” means a limited partnership or general partnership formed under the laws of the Commonwealth that is registered under \u00a7 50-73.132.\n\t\t“State” means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico.","type":"section","prefixes":[""],"prefix":"","entire_prefix":"","prefix_anchor":"","level":1}},"ancestry":[{"id":14973,"edition_id":1,"name":"General Provisions","identifier":"1","label":"article","depth":3,"order_by":1,"parent_id":13364,"metadata":{},"date_created":"2026-06-26 03:51:12","date_modified":"2026-06-26 03:51:12","permalink":{"id":234245,"object_type":"structure","relational_id":14973,"identifier":"1","token":"50\/2.1\/1","url":"\/50\/2.1\/1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":13364,"edition_id":1,"name":"Virginia Revised Uniform Limited Partnership Act","identifier":"2.1","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:43","date_modified":"2026-06-26 03:44:43","permalink":{"id":234243,"object_type":"structure","relational_id":13364,"identifier":"2.1","token":"50\/2.1","url":"\/50\/2.1\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12957,"edition_id":1,"name":"Partnerships","identifier":"50","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234229,"object_type":"structure","relational_id":12957,"identifier":"50","token":"50","url":"\/50\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":80626,"structure_id":14973,"section_number":"50-73.1","catch_line":"Definitions","url":"\/50-73.1\/","token":"50\/2.1\/1\/50-73.1","metadata":false},{"id":74348,"structure_id":14973,"section_number":"50-73.10","catch_line":"Business transactions of partner with partnership","url":"\/50-73.10\/","token":"50\/2.1\/1\/50-73.10","metadata":false},{"id":63264,"structure_id":14973,"section_number":"50-73.10:1","catch_line":"Unlawful to transact or offer to transact business as a limited partnership unless authorized; penalty","url":"\/50-73.10_1\/","token":"50\/2.1\/1\/50-73.10_1","metadata":false},{"id":71893,"structure_id":14973,"section_number":"50-73.2","catch_line":"Name","url":"\/50-73.2\/","token":"50\/2.1\/1\/50-73.2","metadata":false},{"id":86500,"structure_id":14973,"section_number":"50-73.3","catch_line":"Reserved name","url":"\/50-73.3\/","token":"50\/2.1\/1\/50-73.3","metadata":false},{"id":67739,"structure_id":14973,"section_number":"50-73.4","catch_line":"Principal office, registered office, and registered agent","url":"\/50-73.4\/","token":"50\/2.1\/1\/50-73.4","metadata":false},{"id":69732,"structure_id":14973,"section_number":"50-73.5","catch_line":"Change of registered office or registered agent","url":"\/50-73.5\/","token":"50\/2.1\/1\/50-73.5","metadata":false},{"id":69046,"structure_id":14973,"section_number":"50-73.6","catch_line":"Resignation of registered agent","url":"\/50-73.6\/","token":"50\/2.1\/1\/50-73.6","metadata":false},{"id":57121,"structure_id":14973,"section_number":"50-73.7","catch_line":"Service on limited partnership","url":"\/50-73.7\/","token":"50\/2.1\/1\/50-73.7","metadata":false},{"id":86051,"structure_id":14973,"section_number":"50-73.8","catch_line":"Records to be kept","url":"\/50-73.8\/","token":"50\/2.1\/1\/50-73.8","metadata":false},{"id":66413,"structure_id":14973,"section_number":"50-73.9","catch_line":"Nature of business","url":"\/50-73.9\/","token":"50\/2.1\/1\/50-73.9","metadata":false}],"next_section":{"id":74348,"structure_id":14973,"section_number":"50-73.10","catch_line":"Business transactions of partner with partnership","url":"\/50-73.10\/","token":"50\/2.1\/1\/50-73.10","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.1\/","history_text":"

This law was first created in 1985. The record of its establishment is cataloged in chapter 607 of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year. Unfortunately, the 1985 \u201cActs\u201d aren\u2019t available online. It has been modified 7 times. Those modifications are cataloged by \u201cThe Acts of Assembly,\u201d a state publication, by year and chapter. Those modifications that can be read on the General Assembly\u2019s website will be linked accordingly. Those modifications are as follows: in 1987, chapter 702; in 1990, chapter 343; in 1992, chapter 575; in 1997, chapter 190<\/a>; in 2003, chapter 340<\/a>; in 2007, chapter 631<\/a>; in 2010, chapter 675<\/a>.<\/p>","references":[{"id":71702,"section_number":"12.1-19.1","catch_line":"Service of process on the Clerk of the State Corporation Commission as statutory agent","order_by":null,"url":"\/12.1-19.1\/"},{"id":65011,"section_number":"13.1-1002","catch_line":"Definitions","order_by":null,"url":"\/13.1-1002\/"},{"id":70285,"section_number":"13.1-1081","catch_line":"Definitions","order_by":null,"url":"\/13.1-1081\/"},{"id":70548,"section_number":"13.1-1082","catch_line":"Entity conversion","order_by":null,"url":"\/13.1-1082\/"},{"id":68199,"section_number":"13.1-1201","catch_line":"Definitions","order_by":null,"url":"\/13.1-1201\/"},{"id":79485,"section_number":"13.1-1264","catch_line":"Definitions","order_by":null,"url":"\/13.1-1264\/"},{"id":55993,"section_number":"13.1-1272","catch_line":"Entity conversion","order_by":null,"url":"\/13.1-1272\/"},{"id":83518,"section_number":"13.1-603","catch_line":"Definitions","order_by":null,"url":"\/13.1-603\/"},{"id":65210,"section_number":"13.1-803","catch_line":"Definitions","order_by":null,"url":"\/13.1-803\/"},{"id":56977,"section_number":"50-73.132","catch_line":"Registered limited liability partnerships","order_by":null,"url":"\/50-73.132\/"},{"id":63348,"section_number":"50-73.138","catch_line":"Registration of foreign registered limited liability partnerships","order_by":null,"url":"\/50-73.138\/"},{"id":82870,"section_number":"50-73.84","catch_line":"Law governing internal relations","order_by":null,"url":"\/50-73.84\/"},{"id":69459,"section_number":"58.1-1021.04:1","catch_line":"Distributor's or remote retail seller's license; liquid nicotine and nicotine vapor products license; penalties","order_by":null,"url":"\/58.1-1021.04_1\/"},{"id":77492,"section_number":"6.2-308","catch_line":"Entities not permitted to plead usury","order_by":null,"url":"\/6.2-308\/"}],"refers_to":[{"id":65011,"section_number":"13.1-1002","catch_line":"Definitions","order_by":null,"url":"\/13.1-1002\/"},{"id":68199,"section_number":"13.1-1201","catch_line":"Definitions","order_by":null,"url":"\/13.1-1201\/"},{"id":83518,"section_number":"13.1-603","catch_line":"Definitions","order_by":null,"url":"\/13.1-603\/"},{"id":65210,"section_number":"13.1-803","catch_line":"Definitions","order_by":null,"url":"\/13.1-803\/"},{"id":54341,"section_number":"50-73.11","catch_line":"Certificate of limited partnership","order_by":null,"url":"\/50-73.11\/"},{"id":56977,"section_number":"50-73.132","catch_line":"Registered limited liability partnerships","order_by":null,"url":"\/50-73.132\/"},{"id":63507,"section_number":"50-73.17","catch_line":"Filing; fees; effective time and date","order_by":null,"url":"\/50-73.17\/"},{"id":69814,"section_number":"50-73.28","catch_line":"Events of withdrawal","order_by":null,"url":"\/50-73.28\/"},{"id":76467,"section_number":"50-73.79","catch_line":"Definitions","order_by":null,"url":"\/50-73.79\/"},{"id":75229,"section_number":"50-73.88","catch_line":"Formation of partnership","order_by":null,"url":"\/50-73.88\/"}],"permalink":{"id":234247,"object_type":"law","relational_id":80626,"identifier":"50-73.1","token":"50\/2.1\/1\/50-73.1","url":"\/50-73.1\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.1\/","token":"50\/2.1\/1\/50-73.1","dublin_core":{"Title":"Definitions","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.1","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

As used in this chapter, unless the context requires a different meaning:\n\t\t“Certificate of limited partnership<\/span>” means the certificate referred to in \u00a7 50-73.11<\/a>, and the certificate as amended or restated.\n\t\t“Commission<\/span>” means the State<\/span> Corporation Commission<\/span>.\n\t\t“Contribution<\/span>” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in his capacity as a partner.\n\t\t“Domestic,” with respect to an entity, means an entity governed as to its internal affairs by the organic law<\/span> of the Commonwealth.\n\t\t“Domestic business trust<\/span>” has the same meaning as specified in \u00a7 13.1-1201<\/a>.\n\t\t“Domestic corporation<\/span>” has the same meaning as specified in \u00a7 13.1-603<\/a>.\n\t\t“Domestic limited liability company<\/span>” has the same meaning as specified in \u00a7 13.1-1002<\/a>.\n\t\t“Domestic nonstock corporation<\/span>” has the same meaning as “domestic corporation<\/span>” as specified in \u00a7 13.1-803<\/a>.\n\t\t“Domestic partnership<\/span>” means an association of two or more persons<\/span> to carry on as co-owners a business for profit formed under \u00a7 50-73.88<\/a>, or predecessor law of the Commonwealth, and includes, for all purposes of the laws<\/span> of the Commonwealth, a registered limited liability partnership<\/span>.\n\t\t“Effective date,” when referring to a document for which effectiveness is contingent upon the filing with or issuance of a certificate by the Commission<\/span>, means the time and date determined in accordance with subsection C of \u00a7 50-73.17<\/a>.\n\t\t“Entity” includes any domestic or foreign limited partnership<\/span> or other business entity<\/span>, any estate or trust, and any state<\/span>, the United States<\/span>, and any foreign government.\n\t\t“Event of withdrawal of a general partner<\/span>” means an event that causes a person<\/span> to cease to be a general partner as provided in \u00a7 50-73.28<\/a>.\n\t\t“Foreign,” with respect to an entity, means an entity governed as to its internal affairs by the organic law<\/span> of a jurisdiction other than the Commonwealth.\n\t\t“Foreign business trust<\/span>” has the same meaning as specified in \u00a7 13.1-1201<\/a>.\n\t\t“Foreign corporation<\/span>” has the same meaning as specified in \u00a7 13.1-603<\/a>.\n\t\t“Foreign limited liability company<\/span>” has the same meaning as specified in \u00a7 13.1-1002<\/a>.\n\t\t“Foreign limited partnership<\/span>” means a partnership formed under the laws<\/span> of any state<\/span> or jurisdiction other than the Commonwealth and having as partners one or more general partners<\/span> and one or more limited partners<\/span>.\n\t\t“Foreign partnership<\/span>” means an association of two or more persons<\/span> to carry on as co-owners of a business for profit formed under the laws<\/span> of any state<\/span> or jurisdiction other than the Commonwealth, and includes, for all purposes of the laws<\/span> of the Commonwealth, a foreign registered limited liability partnership<\/span><\/span>.\n\t\t“Foreign registered limited liability partnership<\/span><\/span>” has the same meaning as specified in \u00a7 50-73.79<\/a>.\n\t\t“General partner” means a person<\/span> who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement<\/span> and named in the certificate of limited partnership<\/span> as a general partner.\n\t\t“Jurisdiction of formation<\/span>” means the state<\/span> or country the law of which includes the organic law<\/span> governing a domestic or foreign limited partnership<\/span> or other business entity<\/span>.\n\t\t“Limited partner<\/span>” means a person<\/span> who has been admitted to a limited partnership as a limited partner<\/span> in accordance with the partnership agreement<\/span>.\n\t\t“Limited partnership” and “domestic limited partnership<\/span>” mean a partnership formed by two or more persons<\/span> under the laws<\/span> of the Commonwealth and having one or more general partners<\/span> and one or more limited partners<\/span>.\n\t\t“Liquidating trustee<\/span>” means a person<\/span>, other than a general partner, but including a limited partner<\/span>, who carries out the winding up of a limited partnership as provided in this chapter.\n\t\t“Organic law<\/span>” means the statute<\/span> governing the internal affairs of a domestic or foreign limited partnership<\/span> or eligible entity.\n\t\t“Other business entity<\/span>” means a domestic or foreign stock corporation, nonstock corporation, business trust, limited liability company, or partnership.\n\t\t“Partner” means a limited or general partner.\n\t\t“Partnership agreement<\/span>” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.\n\t\t“Partnership interest<\/span>” means a partner’s share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets<\/span>.\n\t\t“Person<\/span>” means an individual, partnership, limited partnership (domestic or foreign), trust, estate, association, corporation, or any other legal or commercial entity.\n\t\t“Principal office<\/span>” means the office, in or out of the Commonwealth, where the principal executive offices of a domestic or foreign limited partnership<\/span> are located. Any reference to a specified office contained in the records of the Commission<\/span> as of July 1, 2010, shall be deemed, in all instances, to be a reference to the principal office<\/span> of a domestic or foreign limited partnership<\/span>.\n\t\t“Protected series<\/span>” has the same meaning as specified in \u00a7 13.1-1002<\/a>.\n\t\t“Registered limited liability partnership<\/span>” means a limited partnership or general partnership formed under the laws<\/span> of the Commonwealth that is registered under \u00a7 50-73.132<\/a>.\n\t\t“State<\/span>” means a state<\/span>, territory, or possession<\/span> of the United States<\/span>, the District of Columbia, or the Commonwealth of Puerto Rico.<\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nDEFINITIONS (\u00a7 50-73.1)\n\nAs used in this chapter, unless the context requires a different meaning:\n\t\t“Certificate of limited partnership” means the certificate\nreferred to in \u00a7 50-73.11, and the certificate as amended or restated.\n\t\t“Commission” means the State Corporation Commission.\n\t\t“Contribution” means any cash, property, services rendered, or a\npromissory note or other binding obligation to contribute cash or property or to\nperform services, which a partner contributes to a limited partnership in his\ncapacity as a partner.\n\t\t“Domestic,” with respect to an entity, means an entity governed as\nto its internal affairs by the organic law of the Commonwealth.\n\t\t“Domestic business trust” has the same meaning as specified in \u00a7\n13.1-1201.\n\t\t“Domestic corporation” has the same meaning as specified in \u00a7\n13.1-603.\n\t\t“Domestic limited liability company” has the same meaning as\nspecified in \u00a7 13.1-1002.\n\t\t“Domestic nonstock corporation” has the same meaning as\n“domestic corporation” as specified in \u00a7 13.1-803.\n\t\t“Domestic partnership” means an association of two or more persons\nto carry on as co-owners a business for profit formed under \u00a7 50-73.88, or\npredecessor law of the Commonwealth, and includes, for all purposes of the laws\nof the Commonwealth, a registered limited liability partnership.\n\t\t“Effective date,” when referring to a document for which\neffectiveness is contingent upon the filing with or issuance of a certificate by\nthe Commission, means the time and date determined in accordance with subsection\nC of \u00a7 50-73.17.\n\t\t“Entity” includes any domestic or foreign limited partnership or\nother business entity, any estate or trust, and any state, the United States,\nand any foreign government.\n\t\t“Event of withdrawal of a general partner” means an event that\ncauses a person to cease to be a general partner as provided in \u00a7 50-73.28.\n\t\t“Foreign,” with respect to an entity, means an entity governed as\nto its internal affairs by the organic law of a jurisdiction other than the\nCommonwealth.\n\t\t“Foreign business trust” has the same meaning as specified in \u00a7\n13.1-1201.\n\t\t“Foreign corporation” has the same meaning as specified in \u00a7\n13.1-603.\n\t\t“Foreign limited liability company” has the same meaning as\nspecified in \u00a7 13.1-1002.\n\t\t“Foreign limited partnership” means a partnership formed under the\nlaws of any state or jurisdiction other than the Commonwealth and having as\npartners one or more general partners and one or more limited partners.\n\t\t“Foreign partnership” means an association of two or more persons\nto carry on as co-owners of a business for profit formed under the laws of any\nstate or jurisdiction other than the Commonwealth, and includes, for all\npurposes of the laws of the Commonwealth, a foreign registered limited liability\npartnership.\n\t\t“Foreign registered limited liability partnership” has the same\nmeaning as specified in \u00a7 50-73.79.\n\t\t“General partner” means a person who has been admitted to a\nlimited partnership as a general partner in accordance with the partnership\nagreement and named in the certificate of limited partnership as a general\npartner.\n\t\t“Jurisdiction of formation” means the state or country the law of\nwhich includes the organic law governing a domestic or foreign limited\npartnership or other business entity.\n\t\t“Limited partner” means a person who has been admitted to a\nlimited partnership as a limited partner in accordance with the partnership\nagreement.\n\t\t“Limited partnership” and “domestic limited\npartnership” mean a partnership formed by two or more persons under the\nlaws of the Commonwealth and having one or more general partners and one or more\nlimited partners.\n\t\t“Liquidating trustee” means a person, other than a general\npartner, but including a limited partner, who carries out the winding up of a\nlimited partnership as provided in this chapter.\n\t\t“Organic law” means the statute governing the internal affairs of\na domestic or foreign limited partnership or eligible entity.\n\t\t“Other business entity” means a domestic or foreign stock\ncorporation, nonstock corporation, business trust, limited liability company, or\npartnership.\n\t\t“Partner” means a limited or general partner.\n\t\t“Partnership agreement” means any valid agreement, written or\noral, of the partners as to the affairs of a limited partnership and the conduct\nof its business.\n\t\t“Partnership interest” means a partner’s share of the\nprofits and losses of a limited partnership and the right to receive\ndistributions of partnership assets.\n\t\t“Person” means an individual, partnership, limited partnership\n(domestic or foreign), trust, estate, association, corporation, or any other\nlegal or commercial entity.\n\t\t“Principal office” means the office, in or out of the\nCommonwealth, where the principal executive offices of a domestic or foreign\nlimited partnership are located. Any reference to a specified office contained\nin the records of the Commission as of July 1, 2010, shall be deemed, in all\ninstances, to be a reference to the principal office of a domestic or foreign\nlimited partnership.\n\t\t“Protected series” has the same meaning as specified in \u00a7\n13.1-1002.\n\t\t“Registered limited liability partnership” means a limited\npartnership or general partnership formed under the laws of the Commonwealth\nthat is registered under \u00a7 50-73.132.\n\t\t“State” means a state, territory, or possession of the United\nStates, the District of Columbia, or the Commonwealth of Puerto Rico.\n\nHISTORY: 1985, c. 607; 1987, c. 702; 1990, c. 343; 1992, c. 575; 1997, c. 190;\n2003, c. 340; 2007, c. 631; 2010, c. 675; 2021, Sp. Sess. I, c. 487.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}