§3304. Activities not constituting transacting business

Link to law: http://legislature.vermont.gov/statutes/section/11/022/03304
Published: 2015

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The Vermont Statutes Online



Title

11

:
Corporations, Partnerships and Associations






Chapter

022

:
PARTNERSHIPS






Subchapter

011
:
FOREIGN LIMITED LIABILITY PARTNERSHIP










 

§

3304. Activities not constituting transacting business

(a) Activities

of a foreign limited liability partnership which do not constitute transacting

business for the purpose of this subchapter include:

(1) maintaining,

defending, or settling an action or proceeding;

(2) holding

meetings of its partners or carrying on any other activity concerning its

internal affairs;

(3) maintaining

bank accounts;

(4) maintaining

offices or agencies for the transfer, exchange, and registration of the

partnership's own securities or maintaining trustees or depositories with

respect to those securities;

(5) selling

through independent contractors;

(6) soliciting

or obtaining orders, whether by mail or through employees or agents or

otherwise, if the orders require acceptance outside this state before they

become contracts;

(7) creating or

acquiring indebtedness, with or without a mortgage, or other security interest

in personal property;

(8) collecting

debts or foreclosing mortgages or other security interests in property securing

the debts, and holding, protecting, and maintaining property so acquired;

(9) conducting

an isolated transaction that is completed within 30 days and is not one in the

course of similar transactions; and

(10) transacting

business in interstate commerce.

(b) For purposes

of this subchapter, the ownership in this state of income producing real

property or tangible personal property, other than property excluded under

subsection (a) of this section, constitutes transacting business in this state.

(c) This section

does not apply in determining the contacts or activities that may subject a

foreign limited liability partnership to service of process, taxation, or

regulation under any other law of this state. (Added 1997, No. 149 (Adj.

Sess.), § 1, eff. Jan. 1, 1999.)
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