US Lawyer Database

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 […]

99 – Rights of a Limited Partner.

§ 99. Rights of a limited partner. (1) A limited partner shall have the same rights as a general partner to (a) Have the partnership books kept at the principal place of business of the partnership, and at all times to inspect and copy any of them. (b) Have on demand true and full information […]

100 – Status of Person Erroneously Believing Himself a Limited Partner.

§ 100. Status of person erroneously believing himself a limited partner. A person who has contributed to the capital of a business conducted by a person or partnership erroneously believing that he has become a limited partner in a limited partnership is not, by reason of his exercise of the rights of a limited partner, […]

101 – One Person Both General and Limited Partner.

§ 101. One person both general and limited partner. (1) A person may be a general partner and a limited partner in the same partnership at the same time. (2) A person who is a general, and also at the same time a limited partner, shall have all the rights and powers and be subject […]

102 – Loans and Other Business Transactions With Limited Partner.

§ 102. Loans and other business transactions with limited partner. (1) A limited partner also may loan money to and transact other business with the partnership, and, unless he is also a general partner, receive on account of resulting claims against the partnership, with general creditors, a pro rata share of the assets. No limited […]

103 – Relation of Limited Partners Inter Se.

§ 103. Relation of limited partners inter se. Where there are several limited partners the members may agree that one or more of the limited partners shall have a priority over other limited partners as to the return of their contributions, as to their compensation by way of income, or as to any other matter. […]

90 – Limited Partnership Defined.

§ 90. Limited partnership defined. A limited partnership is a partnership formed by two or more persons under the provisions of section ninety-one, having as members one or more general partners and one or more limited partners. The limited partners as such shall not be bound by the obligations of the partnership.

91 – Formation.

§ 91. Formation. (1) Two or more persons desiring to form a limited partnership shall (a) Sign and acknowledge or swear to a certificate, which shall state. I. The name of the partnership. II. The character of the business. III. The location of the principal place of business. IV. The name and place of residence […]