US Lawyer Database

§ 61-2-405. Discharge of Duties — Liability

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 […]

§ 61-2-406. Conflict of Interest

A conflict of interest transaction is a transaction with the partnership in which a general partner of the partnership has a direct or indirect interest. A conflict of interest transaction is not voidable by the partnership solely because of the general partner’s interest in the transaction if any one (1) of the following is true: […]

§ 61-2-401. Additional Partners

After the filing of a limited partnership’s initial certificate of limited partnership, unless otherwise provided in the partnership agreement, additional general partners may be admitted only with the approval of all partners.

§ 61-2-402. When Person Ceases to Be Partner

A person ceases to be a general partner of a limited partnership upon the happening of any of the following events: The general partner withdraws from the limited partnership as provided in § 61-2-602; The general partner ceases to be a general partner of the limited partnership as provided in § 61-2-702; The general partner […]

§ 61-2-403. Rights and Powers — Liabilities

Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership has the rights and powers and is subject to the restrictions of a partner in a partnership without limited partners. Except as provided in this chapter, a general partner of a limited partnership has the liabilities of […]

§ 61-2-404. Contributions — Share of Profits, Etc

A general partner of a limited partnership may make contributions to the limited partnership and share in the profits and losses of, and in distributions from, the limited partnership as a general partner. A general partner also may make contributions to and share in profits, losses and distributions as a limited partner. A person who […]