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D R A F T

FOR DISCUSSION ONLY

LIMITED LIABILITY PARTNERSHIP ACT

AMENDMENTS TO

UNIFORM PARTNERSHIP ACT (1994)

NATIONAL CONFERENCE OF COMMISSIONERS

ON UNIFORM STATE LAWS

February 18, 1996, Draft

LIMITED LIABILITY PARTNERSHIP ACT

AMENDMENTS TO

UNIFORM PARTNERSHIP ACT (1994)

With Comments

COPYRIGHT 1996

By

NATIONAL CONFERENCE OF COMMISSIONERS

ON UNIFORM STATE LAWS

The ideas and conclusions herein set forth, including drafts of proposed legislation, have not been passed upon by the National Conference of Commissioners on Uniform State Laws. They do not necessarily reflect the views of the Committee, Reporter or Commissioners. Proposed statutory language, if any, may not be used to ascertain legislative meaning of any promulgated final law.

DRAFTING COMMITTEE ON LIMITED LIABILITY PARTNERSHIP ACT

HARRY J. HAYNSWORTH, IV, William Mitchell College of Law, 875 Summit Avenue, St. Paul, MN 55105, Chair

ANN E. CONAWAY ANKER, Widener University, School of Law, P.O. Box 7474, Wilmington, DE 19803

REX BLACKBURN, Suite 200, 1101 West River Street, P.O. Box 959, Boise, ID 83701

STANLEY M. FISHER, 1100 Huntington Building, Cleveland, OH 44115

REED L. MARTINEAU, P.O. Box 45000, 10 Exchange Place, Salt Lake City, UT 84145

FRANCIS J. PAVETTI, P.O. Box 829, Court House Square Building, New London, CT 06320

JOHN M. SPANGLER, Legislative Research Commission, Room 409, State Capitol, Frankfort, KY 40601

HOWARD J. SWIBEL, Suite 1200, 120 South Riverside Plaza, Chicago, IL 60606

JUSTIN L. VIGDOR, 2400 Chase Square, Rochester, NY 14604

CARTER G. BISHOP, Suffolk University Law School, Beacon Hill, 41 Temple Street, Boston, MA 02114, Reporter

EX OFFICIO

BION M. GREGORY, Office of Legislative Counsel, State Capitol, Suite 3021, Sacramento, CA 95814-4996, President

HENRY M. KITTLESON, 92 Lake Wire Drive, P.O. Box 32092, Lakeland, FL 33802, Chair, Division E

EXECUTIVE DIRECTOR

FRED H. MILLER, University of Oklahoma, College of Law, 300 Timberdell Road, Norman, OK 73019, Executive Director

WILLIAM J. PIERCE, 1505 Roxbury Road, Ann Arbor, MI 48104, Executive Director Emeritus

Copies of this Act may be obtained from:

NATIONAL CONFERENCE OF COMMISSIONERS ON UNIFORM STATE LAWS

676 North St. Clair Street, Suite 1700

Chicago, Illinois 60611

312/915-0195