48-2a-301 - Admission of additional limited partners.
48-2a-301. Admission of additional limited partners.
(1) A person becomes a limited partner on the later of:
(a) the date the original certificate of limited partnership is filed; or
(b) the date stated in the records of the limited partnership as the date that personbecomes a limited partner.
(2) After the filing of a limited partnership's original certificate of limited partnership, aperson may be admitted as an additional limited partner:
(a) in the case of a person acquiring a partnership interest directly from the limitedpartnership or in the case of an assignee of a partnership interest of a partner who does not haveauthority, as provided in Section 48-2a-704, to grant the assignee the right to become a limitedpartner, upon compliance with the partnership agreement or, if the partnership agreement does notso provide, upon the written consent of all partners; and
(b) in the case of an assignee of a partnership interest of a partner who has the authority,as provided in Section 48-2a-704, to grant the assignee the right to become a limited partner,upon the exercise of that authority and compliance with any conditions limiting the grant orexercise of the authority.
Amended by Chapter 189, 1991 General Session