club_cafe: NJ Partnership Fee

iras1 on

In a message dated 12/24/03 5:56:04 PM Eastern Standard Time, jmunn1@nycap.rr.com writes:

With respet to Ira's reply, below, I wonder if a partnership can exist
outside a state's jurisdiction. For example, an on-line club... can it
create its partnership in Guam or Puerto Rico?

Sure. As long as it registers with the local authority and follows whatever rules that authority has for partnerships.

With an on-line club,
where is it presumed to do its business?

In the state where it is registered. However, most, if not all, states do not consider investment clubs to be a "business".

What happens if a partnership
is filed in one state but the partner's from that state no longer reside
tehre and there are no current partners in that state?

Irrelevant. The partnership still files in it's state of organization unless it moves to a new state.

Also, state
rules are a mess. Some states, NY for one, require financial disclosure
of the NY partners but also some data for all other partners. NJ's
fee... is it applicable to non-resident partners?

There is some confusion about this. The first piece of confusion is that the filing fee does not apply to any partner. It applies to the partnership as a single entity. It is calculated by looking at the number of partners that meet certain qualifications. It is my understanding that non-resident partners that have no nexus to NJ do not have to be included in the total count.

What if the same
partnership relocated and refiled its partnership agreement in NY?

It would be subject to NY's partnership rules.

Would the same rules apply with respect to NJ?

I'm not sure what you are asking.

State rules are a mess!

Yes, they are!

Ira Smilovitz

John R. Munn on

Thanks Ira!! My questions were rhetorical, nevertheless, I appreciate
knowing your opinions!

John

IraS1@aol.com wrote:

>....cut....
> State rules are a mess!
>Yes, they are!
>
>Ira Smilovitz
>
>
>

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