Upon formation of a limited partnership, a person becomes a limited partner as agreed among the persons that are to be the initial partners. After formation, a person becomes a limited partner: As provided in the partnership agreement; As the result of a transaction effective under Article 11; With the affirmative vote or consent of […]
A limited partner is not an agent of a limited partnership solely by reason of being a limited partner. A person’s status as a limited partner does not prevent or restrict law other than this chapter from imposing liability on a limited partnership because of the person’s conduct.
A debt, obligation, or other liability of a limited partnership is not the debt, obligation, or other liability of a limited partner. A limited partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for a debt, obligation, or other liability of the partnership solely by reason of being or acting […]
On ten (10) days’ demand, made in a record received by the limited partnership, a limited partner may inspect and copy required information during regular business hours in the limited partnership’s principal office. The limited partner need not have any particular purpose for seeking the information. During regular business hours and at a reasonable location […]
A limited partner shall discharge any duties to the partnership and the other partners under the partnership agreement and exercise any rights under this chapter or the partnership agreement consistently with the contractual obligation of good faith and fair dealing. Except as otherwise provided in subsection (a), a limited partner does not have any duty […]
Except as otherwise provided in subsection (b), a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise’s obligations by reason of making the investment, receiving distributions from the enterprise, or exercising […]
