TITLE 30

CORPORATIONS

CHAPTER 24

LIMITED PARTNERSHIPS

PART 3

LIMITED PARTNERS

30-24-305.  LIMITED DUTIES OF LIMITED PARTNERS. (a)  A limited partner shall discharge any duties to the partnership and the other partners under the partnership agreement and exercise any rights under this act or the partnership agreement consistently with the contractual obligation of good faith and fair dealing.

(b)  Except as otherwise provided in subsection (a) of this section, a limited partner does not have any duty to the limited partnership or to any other partner solely by reason of acting as a limited partner.

(c)  If a limited partner enters into a transaction with a limited partnership, the limited partner’s rights and obligations arising from the transaction are the same as those of a person that is not a partner.

History:

[30-24-305, added 2015, ch. 243, sec. 35, p. 849.]