45th legislature - STATE OF NEW MEXICO - first session, 2001

RELATING TO PARTNERSHIPS; AMENDING THE UNIFORM LIMITED PARTNERSHIP ACT TO PROVIDE FOR CONVERSION OF A LIMITED PARTNERSHIP TO A LIMITED LIABILITY LIMITED PARTNERSHIP; REPEALING THE PROVISION REQUIRING CERTAIN INSURANCE FOR LIMITED LIABILITY LIMITED PARTNERSHIPS.

BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF NEW MEXICO:

Section 1. A new section of the Uniform Limited Partnership Act is enacted to read:

"[NEW MATERIAL] CONVERSION OF LIMITED PARTNERSHIP TO LIMITED LIABILITY LIMITED PARTNERSHIP.--

A. A limited partnership may become a limited liability limited partnership by:

(1) obtaining approval of the terms and conditions of the limited partnership becoming a limited liability limited partnership by the vote necessary to amend the limited partnership agreement except, in the case of a limited partnership agreement that expressly considers contribution obligations, the vote necessary to amend those provisions;

(2) filing a statement of qualification under Subsection (c) of Section 54-1A-1001 NMSA 1978; and

(3) complying with the name requirements of Section 54-1A-1002 NMSA 1978.

B. A limited liability limited partnership continues to be the same entity that existed before the filing of a statement of qualification under Subsection (c) of Section 54-1A-1001 NMSA 1978.

C. Subsection (c) of Section 54-1A-306 and Subsection (b) of Section 54-1A-307 NMSA 1978 apply to both general and limited partners of a limited liability limited partnership."

Section 2. REPEAL.--Section 54-1-47 NMSA 1978 (being Laws 1995, Chapter 185, Section 12, as amended) is repealed.

Section 3. EFFECTIVE DATE.--The effective date of the provisions of this act is July 1, 2001.