Michigan Compiled Laws

Mich. Comp. Laws § 449.1101 (2026)

Definitions.

✓ current as of July 2026

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MICHIGAN REVISED UNIFORM LIMITED PARTNERSHIP ACT

Act 213 of 1982

449.1101 Definitions.

Sec. 101.

As used in this act, unless the context otherwise requires:

(1) “Administrator” means the chief officer of the Michigan department of commerce or his or her designated representative.

(2) “Certificate of limited partnership” means the certificate, and the certificate as amended or restated, referred to in section 201.

(3) “Contribution” means any cash, property, services rendered, or a promissory note or other binding obligation to contribute cash or property or to perform services, which a partner contributes to a limited partnership in the capacity of a partner.

(4) “Event of withdrawal of a general partner” means an event that causes a person to cease to be a general partner as provided in section 402.

(5) “Foreign limited partnership” means a partnership formed under the laws of any state other than this state and having as partners 1 or more general partners and 1 or more limited partners.

(6) “General partner” means a person who has been admitted to a limited partnership as a general partner in accordance with the partnership agreement and named in the certificate of limited partnership as a general partner.

(7) “Limited partner” means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement and named in the certificate of limited partnership as a limited partner.

(8) “Limited partnership” and “domestic limited partnership” means a partnership formed by 2 or more persons under the laws of this state and having 1 or more general partners and 1 or more limited partners.

(9) “Partner” means a limited or general partner.

(10) “Partnership agreement” means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business.

(11) “Partnership interest” means a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets.

(12) “Person” means a natural person, partnership, domestic or foreign limited partnership, trust, estate, association, or corporation, or any other legal entity.

(13) “State” means a state, territory, or possession of the United States, the District of Columbia, or the Commonwealth of Puerto Rico.

History: 1982, Act 213, Eff. Jan. 1, 1983

Notes of Decisions

Cited in 10 cases (1 in the last 5 years), 1986–2026 · leading case: Reed v. Reed, 693 N.W.2d 825 (Mich. Ct. App. 2005).

Sort: Relevance Newest Treatment

Reed v. Reed, 693 N.W.2d 825 (Mich. Ct. App. 2005). · cites it 2× “§ 449.1101 et seq. Likewise, copies of "cancelled" checks purportedly representing investments by others in the EE I and EE II properties bear no indicia of having been processed through the banking system.”

In Re Gibson, 67 B.R. 957 (Bankr. E.D. Mich. 1986). · cites it 2× “Although both parties argued its provisions, as all of the material events in this case occurred before its January 1, 1983 effective date, the Michigan Revised Uniform Limited Partnership Act, Mich. Comp. Laws § 449.1101 et seq.; Mich.”

Patrick J McCourt v. Kenneth C Fowler (Mich. Ct. App. 2017). “Plaintiff also alleged that defendants had breached the partnership agreement and breached their statutory duties to CHP-98 under Michigan’s Revised Uniform Limited Partnership Act (RULPA), MCL 449.1101 et seq. CHP-98’s interest, and therefore plaintiff’s indirect interest, in…”

Kings Lane Gp Inc v. Kings Lane Ltd Dividend Hous. Ass'n (Mich. Ct. App. 2018). “”) And, under Michigan’s Uniform Limited Partnership Act, MCL 449.1101 et seq., a general partner of a limited partnership “has the liabilities of a partner in a partnership without limited partners to the partnership and to the other partners.”

Friendship Jackson LLC v. Friendship Forest Pk Ltd Div Hous. (Mich. Ct. App. 2020). “] Under the Michigan Revised Uniform Limited Partnership Act (MRULPA), MCL 449.1101 et seq., “[e]xcept as provided in this act or in the partnership agreement, a general partner of a limited partnership has the rights and powers and is subject to the restrictions of a partner in…”

Oakwood Ypsi Ltd. P'ship v. George M Nyman (Mich. Ct. App. 2026). “Limited Partners, the General Partners shall not have the authority to: * * * (x) Amend this Agreement; * * * provided, however, if the existence or exercise of the right of Consent or approval under this Section on the part of the Limited Partners would impair the status of the…”

Patrick J McCourt v. Kenneth C Fowler (Mich. Ct. App. 2015). “Plaintiff also alleged that defendants had breached the partnership agreement and breached their statutory duties to CHP-98 under Michigan’s Revised Uniform Limited Partnership Act (RULPA), MCL 449.1101 et seq. CHP-98’s interest, and therefore plaintiff’s indirect interest, in…”

Ne. Constr. Servs., Inc. v. Twin Lake Constr. Co., 979 F. Supp. 566 (W.D. Mich. 1997). “§ 449.1101, et seq. Lakecrest I and Lakecrest II contain five limited partners who are residents of Michigan.”

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