- A general partner shall discharge his duties as a partner, including his duties as a member of a committee:
- In good faith;
- With the care an ordinarily prudent person in a like position would exercise under similar circumstances; and
- In a manner he reasonably believes to be in the best interest of the partnership.
- In discharging his duties, a general partner is entitled to rely on information, opinions, reports or statements, including financial statements and other financial data, if prepared or presented by:
- One (1) or more officers or employees of the partnership whom the general partner reasonably believes to be reliable and competent in the matters presented;
- Legal counsel, public accountants or other persons as to matters the general partner reasonably believes are within the person’s professional or expert competence; or
- A committee of the partners of which he is not a member, if the general partner reasonably believes the committee merits confidence.
- The general partner is not acting in good faith if he has knowledge concerning the matter in question that makes reliance otherwise permitted by subsection (b) unwarranted.
- A general partner is not liable for any action taken as a partner, or any failure to take any action, if he performed the duties of his office in compliance with this section.