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Limited Partnerships Act 2008
Overseas limited partnerships
106: Validity of transactions not affected

Part 1:
Preliminary provisions

3Purpose of Act 4Interpretation 5Act binds the Crown

Part 2:
General

Part 3:
Overseas limited partnerships

104Overseas limited partnership must register 105Meaning of carrying on business 106Validity of transactions not affected 107Application for registration 108Registration of overseas limited partnership 109Use of name by overseas limited partnership 110Notification of changes relating to overseas limited partnership 111Rectification or correction of name or address of person authorised to accept service 112Annual return of overseas limited partnership 113Overseas limited partnership ceasing to carry on business in New Zealand 114Liquidation of overseas limited partnership

Part 4:
Miscellaneous

115Confidentiality of limited partner information 116Regulations 116AValidation of fees used to recover costs of other Companies Office registers, etc 117Part 2 of Partnership Act 1908 repealed 118Orders revoked 119Companies Act 1993 amended 120Privacy Act 1993 amended 121Other consequential amendments 122Transitional provision for special partnerships

Schedule 1:
Activities that do not constitute taking part in management of limited partnership

Schedule 2:
Information to be contained in annual return

Limited Partnerships Act 2008

Overseas limited partnerships

106: Validity of transactions not affected

You could also call this:

"Deals are still valid even if some rules are not followed"

Illustration for Limited Partnerships Act 2008

If you are part of an overseas limited partnership, you need to know that not following a certain rule does not affect the deals you make. A failure to comply with section 104 does not affect the validity or enforceability of any transaction you enter into. You can find more information about this rule by looking at section 104.

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This page was last updated on 30 August 2025

View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM1139276.

Topics:

Business > Starting a businessBusiness > Industry rules

105: Meaning of carrying on business, or

"What it means for an overseas business to be 'carrying on business' in New Zealand"

107: Application for registration, or

"How to register an overseas limited partnership in New Zealand"

Part 3Overseas limited partnerships

106Validity of transactions not affected

A failure by an overseas limited partnership to comply with section 104 does not affect the validity or enforceability of any transaction entered into by the overseas limited partnership.

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