Code of Virginia - Title 50 Partnerships - Section 50-73.59 Transaction of business without registration

§ 50-73.59. Transaction of business without registration

A. A foreign limited partnership transacting business in the Commonwealth may not maintain any action, suit, or proceeding in any court of the Commonwealth until it has registered in the Commonwealth.

B. The successor to a foreign limited partnership that transacted business in the Commonwealth without registering in the Commonwealth and the assignee of a cause of action arising out of that business may not maintain a proceeding based on that cause of action in any court in the Commonwealth until the foreign limited partnership or its successor has registered in the Commonwealth.

C. The failure of a foreign limited partnership to register in the Commonwealth does not impair the validity of any contract or act of the foreign limited partnership or prevent the foreign limited partnership from defending any action, suit, or proceeding in any court of the Commonwealth.

D. A limited partner of a foreign limited partnership is not liable as a general partner of a foreign limited partnership solely by reason of having transacted business in the Commonwealth without registration.

E. A foreign limited partnership, by transacting business in the Commonwealth without registration, appoints the Clerk of the Commission as its agent for service of process with respect to causes of action arising out of the transaction of business in the Commonwealth.

(1985, c. 607; 2008, c. 523.)

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Last modified: April 3, 2009