Delaware Code

6 Del. C. § 17-110 (2026)

Contested matters relating to general partners; contested votes

✓ current as of May 2026
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(a) Upon application of any partner, the Court of Chancery may hear and determine the validity of any admission, election, appointment or removal or other withdrawal of a general partner of a limited partnership, and the right of any person to become or continue to be a general partner of a limited partnership, and, in case the right to serve as a general partner is claimed by more than 1 person, may determine the person or persons entitled to serve as general partners; and to that end make such order or decree in any such case as may be just and proper, with power to enforce the production of any books, papers and records of the limited partnership relating to the issue. In any such application, the limited partnership shall be named as a party and service of copies of the application upon the registered agent of the limited partnership shall be deemed to be service upon the limited partnership and upon the person or persons whose right to serve as a general partner is contested and upon the person or persons, if any, claiming to be a general partner or claiming the right to be a general partner; and the registered agent shall forward immediately a copy of the application to the limited partnership and to the person or persons whose right to serve as a general partner is contested and to the person or persons, if any, claiming to be a general partner or the right to be a general partner, in a postpaid, sealed, registered letter addressed to such limited partnership and such person or persons at their post-office addresses last known to the registered agent or furnished to the registered agent by the applicant partner. The Court may make such order respecting further or other notice of such application as it deems proper under the circumstances.

(b) Upon application of any partner, the Court of Chancery may hear and determine the result of any vote of partners upon matters as to which the partners of the limited partnership, or any class or group of partners, have the right to vote pursuant to the partnership agreement or other agreement or this chapter (other than the admission, election, appointment or removal or other withdrawal of general partners). In any such application, the limited partnership shall be named as a party and service of the application upon the registered agent of the limited partnership shall be deemed to be service upon the limited partnership, and no other party need be joined in order for the Court to adjudicate the result of the vote. The Court may make such order respecting further or other notice of such application as it deems proper under the circumstances.

(c) Nothing herein contained limits or affects the right to serve process in any other manner now or hereafter provided by law. This section is an extension of and not a limitation upon the right otherwise existing of service of legal process upon nonresidents.

69 Del. Laws, c. 258, §  571 Del. Laws, c. 78, §  6
Notes of Decisions
Cited in 7 cases (3 in the last 5 years), 2018–2026 · leading case: In re Bay Hills Emerging Partners I, L.P. (Del. Ch. 2018).
In re Bay Hills Emerging Partners I, L.P. (Del. Ch. 2018). · cites it 3× “On April 2, 2018, Plaintiffs filed a complaint under 6 Del. C. §§ 17-110 and 17-111, seeking a declaration that (1) the Fund GPs1 were not properly removed and continue to serve as general partners of the Funds; and (2) the Fund GPs and Bay Hills “have not breached, materially…”
Eames v. Quantlab Grp. GP, LLC (Del. Ch. 2018). · cites it 2× “The same day these written consents were executed, Plaintiffs filed this action under 6 Del. C. § 17-110 to confirm that (1) Quantlab GP was removed as general partner of Quantlab LP and (2) Quantlab GP II was admitted as general partner of Quantlab LP and rightfully serves in…”
Quantlab Grp. GP, LLC v. Bruce P. Eames (Del. Ch. 2019). · cites it 2× “BACKGROUND The control dispute between these parties first came before the Court on November 6, 2017, when Defendants here, Bruce Eames and Andrey Omeltchenko, filed a complaint under 6 Del. C. § 17-110 seeking declarations that: (1) Quantlab Group GP, LLC II (“Quantlab GP II”),…”
In re Bay Hills Emerging Partners I, L.P. (Del. Ch. 2018). “21 The Complaint sets forth two counts for declaratory relief: Count I seeks a declaration pursuant to 6 Del. C. § 17-110 and 10 Del. C. § 6501 that KRS lacks Cause to remove the Fund GPs and that the Fund GPs have a right to and do 18 Compl.”
Isaac Soleimani & INE Soleimani LP v. Andre Hakkak (Del. Ch. 2024). “at 13-14 (asking for declaratory relief concerning the identity of the General Partner of the Partnership); 6 Del. C. § 17-110 (“Upon application of any partner, the Court of Chancery may hear and determine the validity of any admission, election, appointment or removal or other…”
Isaac Soleimani v. Andre Hakkak (Del. Ch. 2024). “BACKGROUND The background of this 6 Del. C. §§ 17-110 and 18-110 action is described in my April 12, 2024 memorandum opinion (the “Summary Judgment Opinion”), in which I granted plaintiff Isaac Soleimani’s motion for summary judgment and C.”
In re: Dynamk Fund Advisors LLC (Del. Ch. 2026). “is bound by its limited liability company agreement whether or not the limited liability company . . . executes the limited liability company agreement.”
6 Del. C. § 17-110(a): 1 case
In re: Dynamk Fund Advisors LLC (Del. Ch. 2026). “is bound by its limited liability company agreement whether or not the limited liability company . . . executes the limited liability company agreement.”
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