LD 1609
pg. 45
Page 44 of 146 PUBLIC Law Chapter 543 Page 46 of 146
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LR 1469
Item 1

 
Sec. B-5. 31 MRSA §822, sub-§3 is enacted to read:

 
3.__Errors; later changes.__The status of a partnership as a
limited liability partnership and the liability of its partners
is not affected by errors or later changes in the information
required to be contained in the certificate under subsection 1.

 
Sec. B-6. 31 MRSA §858, as enacted by PL 1995, c. 633, Pt. B, §1,
is repealed.

 
Sec. B-7. 31 MRSA §858-A is enacted to read:

 
§858-A.__Effect of failure to qualify

 
1.__No action or proceeding until granted authority; fees
paid.__A foreign limited liability partnership transacting
business in this State may not maintain an action or proceeding
in this State until it is granted authority to do business in
this State and pays to the State all fees and penalties for the
years or parts of years during which it did business in this
State without having been granted authority to do business.

 
2.__Validity of contract or act; defend action or proceeding.__
The failure of a foreign limited liability partnership to obtain
authority to do business in this State in accordance with this
chapter does not impair the validity of a contract or act of the
foreign limited liability partnership or preclude it from
defending an action or proceeding in this State.

 
3.__Limitation on personal liability.__A limitation on
personal liability of a partner is not waived solely by
transacting business in this State without being granted
authority to do business in this State.

 
4.__Agent for service of process.__If a foreign limited
liability partnership transacts business in this State without
being granted the authority to do business in this State, the
Secretary of State is its agent for service of process with
respect to a right of action arising out of the transaction of
business in this State.

 
Sec. B-8. 31 MRSA §859-A, first ¶, as enacted by PL 2003, c. 631, §71,
is amended to read:

 
Notwithstanding Title 4, chapter 5 and Title 5, chapter 375,
the Secretary of State may commence a proceeding under section
859-B to revoke the status authority of a partnership as a
foreign limited liability partnership authorized to do business
in this State if:


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