Massachusetts General Laws

Mass. Gen. Laws ch. 109, § 2 (2026)

Name of limited partnership; requirements

✓ current as of July 2026

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Section 2. The name of each limited partnership as set forth in its certificate of limited partnership:

(1) shall contain without abbreviation the words ''limited partnership'';

(2) may not contain the name of a limited partner unless (i) it is also the name of a general partner or the corporate name of a corporate general partner, or (ii) the business of the limited partnership had been carried on under that name before the admission of that limited partner;

(3) may not contain any word or phrase indicating or implying that it is organized other than for a purpose stated in its certificate of limited partnership;

(4) may not be the same as, or deceptively similar to, the name of any corporation or limited partnership organized under the laws of the commonwealth or licensed or registered as a foreign corporation or limited partnership in the commonwealth, except with the written consent of said corporation or limited partnership previously filed with the secretary of state.

Notes of Decisions

Cited in 5 cases, 1979–2020 · leading case: Foisie v. Worcester Polytechnic Inst., 967 F.3d 27 (1st Cir. 2020).

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Foisie v. Worcester Polytechnic Inst., 967 F.3d 27 (1st Cir. 2020). “§ 52 -552b(3); Mass. Gen. Laws ch. 109, § 2 . In any event, motions to reopen divorce judgments are not very different, for purposes of establishing creditor status, from unresolved civil claims.”

P'ship Equities, Inc. v. Marten, 443 N.E.2d 134 (Mass. App. Ct. 1982). “G. L. c. 109, § 2, as inserted by St. 1923, c.”

Wasserman v. Wasserman, 386 N.E.2d 783 (Mass. App. Ct. 1979). “The certificate required by § 2(1) of the Act (G. L. c. 109, § 2[1]) was executed by Max and Jeanne in the capacities already indicated, was sworn to by them, and was filed with the Secretary of the Commonwealth on February 9, 1971.”

Plunkett v. First Fed. S & L Ass'n of Boston, 464 N.E.2d 1381 (Mass. App. Ct. 1984). “See G.L.c. 109, § 2(1)(a)(V), as it read prior to the amendment by St.”

Plunkett v. First Fed. Sav. & Loan Ass'n, 18 Mass. App. Ct. 294 (Mass. App. Ct. 1984). “See G. L. c. 109, § 2(l)(a)(V), as it read prior to the amendment by St.”

— Mass. Gen. Laws ch. 109, § 2(1)(a)(V) — 1 case

Plunkett v. First Fed. S & L Ass'n of Boston, 464 N.E.2d 1381 (Mass. App. Ct. 1984). “See G.L.c. 109, § 2(1)(a)(V), as it read prior to the amendment by St.”

— Mass. Gen. Laws ch. 109, § 2(l)(a)(V) — 1 case

Plunkett v. First Fed. Sav. & Loan Ass'n, 18 Mass. App. Ct. 294 (Mass. App. Ct. 1984). “See G. L. c. 109, § 2(l)(a)(V), as it read prior to the amendment by St.”

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