Effect of dissociation as limited partner

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  1. (a) Upon a person's dissociation as a limited partner:

    1. (1) subject to § 4-47-704, the person does not have further rights as a limited partner;

    2. (2) the person's obligation of good faith and fair dealing as a limited partner under § 4-47-305(b) continues only as to matters arising and events occurring before the dissociation; and

    3. (3) subject to § 4-47-704 and subchapter 11, any transferable interest owned by the person in the person's capacity as a limited partner immediately before dissociation is owned by the person as a mere transferee.

  2. (b) A person's dissociation as a limited partner does not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a limited partner.


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