Section 425E-901 - Governing law(a) Subject to the constitution of this State:(1) The laws of the state under which a foreign limited partnership is organized govern its organization and internal affairs and the liability of its partners; and(2) A foreign limited partnership may not be denied registration by reason of any difference between those laws and the laws of this State.(b) A certificate of authority shall not authorize a foreign limited partnership to engage in any business or exercise any power that a limited partnership may not engage in or exercise in this State. L 2003, c 210 , pt of §1; am L 2006, c 184, §27 .