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TITLE 14 CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

9A. Limited Partnerships, 14-9A-1 through 14-9A-130.

ARTICLE 1 LIMITED PARTNERSHIPS FORMED SINCE FEBRUARY 15, 1952

14-9A-27. Liability for false statement in certificate.

If the certificate required under Code Section 14-9A-20 contains a false statement, one who suffers loss by reliance on such statement may hold liable any party to the certificate who knew the statement to be false:

  1. At the time he signed the certificate; or
  2. Subsequently, but within a sufficient time before the statement was relied upon to enable him to cancel or amend the certificate or to file a petition for its cancellation or amendment as provided in subsection (c) of Code Section 14-9A-26.

(Ga. L. 1952, p. 375, § 6; Code 1981, §14-9-27; Code 1981, §14-9A-27, as redesignated by Ga. L. 1988, p. 1016, § 1.)

JUDICIAL DECISIONS

Intent to defraud a prerequisite.

- A motion to dismiss a complaint alleging violations of the Georgia Securities Act, O.C.G.A. § 10-5-1, the Uniform Limited Partnership Act, O.C.G.A. § 14-9A-1 et seq., and common-law fraud was granted on the ground that the complaint did not show an intent to defraud. Currie v. Cayman Resources Corp., 595 F. Supp. 1364 (N.D. Ga. 1984), reversed on other grounds, 835 F.2d 780 (11th Cir. 1988).

RESEARCH REFERENCES

Am. Jur. 2d.

- 59A Am. Jur. 2d, Partnership, §§ 787, 792 et seq., 823.

C.J.S.

- 68 C.J.S., Partnership, §§ 575, 578.

U.L.A.

- Uniform Limited Partnership Act (U.L.A.), § 6.

ALR.

- Liability for false information in certificate of limited partnership, under Uniform Limited Partnership Act § 6, 34 A.L.R.2d 1454.

PART 3 L IMITED PARTNERS

14-9A-40. Character of limited partner's contribution.

The contributions of a limited partner may be cash or other property but not services.

(Ga. L. 1952, p. 375, § 4; Code 1981, §14-9-40; Code 1981, §14-9A-40, as redesignated by Ga. L. 1988, p. 1016, § 1.)

RESEARCH REFERENCES

C.J.S.

- 68 C.J.S., Partnership, § 568.

U.L.A.

- Uniform Limited Partnership Act (U.L.A.) § 4.