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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-70. Rights, powers, and liabilities of general partner.

A general partner 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, except that without the written consent or ratification of the specific act by all the limited partners, a general partner or all of the general partners have no authority to:

  1. Do any act in contravention of the certificate required under Code Section 14-9A-20;
  2. Do any act which would make it impossible to carry on the ordinary business of the partnership;
  3. Confess a judgment against the partnership;
  4. Possess partnership property, or assign their rights in specific partnership property, for other than a partnership purpose;
  5. Admit a person as a general partner, unless the partnership agreement provides otherwise;
  6. Admit a person as a limited partner, unless the right so to do is given in the certificate;
  7. Continue the business with partnership property on the death, retirement, or insanity of a general partner, unless the right so to do is given in the certificate.

(Ga. L. 1952, p. 375, § 9; Code 1981, §14-9-70; Code 1981, §14-9A-70, as redesignated by Ga. L. 1988, p. 1016, § 1.)

Law reviews.

- For article on the definition of a security in light of the 1973 Georgia Securities Act and the need for maximizing investor protection, see 30 Emory L.J. 73 (1981).