Arizona Revised Statutes

Ariz. Rev. Stat. § 29-317 (2026)

Admission of limited partners

✓ current as of May 2026

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A. A person becomes a limited partner:

1. At the time the limited partnership is formed; or

2. At any later time specified in the records of the limited partnership for becoming a limited partner.

B. After the filing of a limited partnership's original certificate of limited partnership, a person may be admitted as an additional limited partner:

1. In the case of a person acquiring a partnership interest directly from the limited partnership, upon the compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners; and

2. In the case of an assignee of a partnership interest of a partner who has the power, as provided in section 29-342, to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.

Notes of Decisions

Cited in 1 case, 1988–1988 · leading case: Sertich v. Moorman, 767 P.2d 34 (Ariz. Ct. App. 1988).

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Sertich v. Moorman, 767 P.2d 34 (Ariz. Ct. App. 1988). · cites it 2× “§ 29-308 [now A.R.S. § 29-317]. Limited partners have no liability to creditors of the partnership.”

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