(a) Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership shall have all the rights and powers and be subject to all the restrictions of a partner in a partnership without limited partners.
(b) Except as provided in this chapter, a general partner of a limited partnership shall have all the liabilities of a partner in a partnership without limited partners to persons other than the partnership and the other partners. Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership shall have all the liabilities of a partner in a partnership without limited partners to the partnership and to the other partners.
(1961, P.A. 79, S. 9; P.A. 77-144, S. 1; P.A. 79-440, S. 23; P.A. 83-74, S. 3.)
History: P.A. 77-144 prohibited the doing of any act which would make it impossible to carry on partnership's ordinary business without consent or ratification of all partners “unless provision to the contrary is made in the certificate of formation of the partnership provided for in section 34-10”; P.A. 79-440 deleted exception re specific actions which require consent or ratification by all partners and inserted “except as provided in this chapter or in the partnership agreement”; P.A. 83-74 added Subsec. (b) re liabilities of general partner of a limited partnership.
Cited. 228 C. 206; 232 C. 405.
Cited. 36 CS 619.
Notes of Decisions
Connecticut Nat'l Bank v. Cooper, 656 A.2d 215 (Conn. 1995).
· cites it 3× “General Statutes § 34-17 (a), which is part of the Uniform Limited Partnership Act, provides: “Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership shall have all the rights and powers and be subject to all the…”
Sotavento Corp. v. Coastal Pallet Corp., 927 A.2d 351 (Conn. App. Ct. 2007).
· cites it 2× “” General Statutes § 34-17, titled, “General powers and liabilities of general partners,” provides in relevant part: “(a) Except as provided in this chapter or in the partnership agreement, a general partner of a limited partnership shall have all the rights and powers and be…”
C S Rsch. Corp. v. Holton Co., 422 A.2d 331 (Conn. Super. Ct. 1980).
· cites it 2× “As relevant here, General Statutes § 34-17 provides that “[a] general partner [of a limited partnership] shall have all the rights and powers and be subject to all the restrictions and liabilities of a partner in a partnership without limited partners .”
Fischer v. People's United Bank, N.A., 285 A.3d 421 (Conn. App. Ct. 2022).
· cites it 3× “ner is ‘‘a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement’’); General Statutes § 34-10 (3) (partnership agreement shall set forth name and address of each general partner); see also General Statutes § 34-17…”
Doyle v. Comm'r, 74 T.C.M. 452 (T.C. 1997).
“secs. 34-17 , 34-47 (West Supp. 1997); Cambridge Research & Development Group v.”
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