115 – Parties to Actions.
§ 115. Parties to actions. A contributor, unless he is a general partner, is not a proper party to proceedings by or against a partnership, except where the object is to enforce a limited partner’s right against or liability to the partnership, and except in cases provided for in section one hundred fifteen-a of this […]
106 – Liability of Limited Partner to Partnership.
§ 106. Liability of limited partner to partnership. (1) A limited partner is liable to the partnership (a) For the difference between his contribution as actually made and that stated in the certificate as having been made, and (b) For any unpaid contributions which he agreed in the certificate to make in the future at […]
107 – Nature of Interest in Partnership.
§ 107. Nature of interest in partnership. A limited partner’s interest in the partnership is personal property.
108 – Assignment of Interest.
§ 108. Assignment of interest. (1) A limited partner’s interest is assignable. (2) A substituted limited partner is a person admitted to all the rights of a limited partner who has died or has assigned his interest in a partnership. (3) An assignee, who does not become a substituted limited partner, has no right to […]
109 – Effect of Retirement, Death or Insanity of a General Partner.
§ 109. Effect of retirement, death or insanity of a general partner. The retirement, death or insanity of a general partner dissolves the partnership, unless the business is continued by the remaining general partners (a) Under a right so to do stated in the certificate, or, (b) With the consent of all members.
110 – Death of Limited Partner.
§ 110. Death of limited partner. (1) On the death of a limited partner his executor or administrator shall have all the rights of a limited partner for the purpose of settling his estate, and such power as the deceased had to constitute his assignee a substituted limited partner. (2) The estate of a deceased […]
111 – Rights of Creditors of Limited Partner.
§ 111. Rights of creditors of limited partner. (1) On due application to a court of competent jurisdiction by any judgment creditor of a limited partner, the court may charge the interest of the indebted limited partner with payment of the unsatisfied amount of the judgment debt; and may appoint a receiver, and make all […]
96 – Limited Partner Not Liable to Creditors.
§ 96. Limited partner not liable to creditors. A limited partner shall not become liable as a general partner unless, in addition to the exercise of his rights and powers as a limited partner, he takes part in the control of the business; and the exercise of the rights and powers granted by subdivision three […]
97 – Admission of Additional Limited Partners.
§ 97. Admission of additional limited partners. After the formation of a limited partnership, additional limited partners may be admitted upon filing an amendment to the original certificate in accordance with the requirements of section one hundred and fourteen.
98 – Rights, Powers and Liabilities of a General Partner.
§ 98. Rights, powers and liabilities of a general partner. (1) A general partner shall have all the rights and powers and be subject to all the restrictions and liabilities of a partner in a partnership without limited partners, except that without the written consent or ratification of the specific act by all the limited […]