Michigan Compiled Laws
Mich. Comp. Laws § 449.1403 (2026)
General partner; rights and powers; restrictions.
✓ current as of July 2026
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MICHIGAN REVISED UNIFORM LIMITED PARTNERSHIP ACT
Act 213 of 1982
449.1403 General partner; rights and powers; restrictions.
Sec. 403.
(a) Except 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 a partnership without limited partners.
(b) Except as provided in this act, a general partner of a limited partnership has the liabilities of a partner in a partnership without limited partners to persons other than the partnership and the other partners. Except as provided in this act or in the partnership agreement, 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.
History: 1982, Act 213, Eff. Jan. 1, 1983 ;-- Am. 1986, Act 100, Eff. July 1, 1986
Notes of Decisions
Cited in 6
cases (1 in the last 5 years), 1990–2021 · leading case: In Re Cardinal Indus., Inc., 116 B.R. 964 (Bankr. S.D. Ohio 1990).
In Re Cardinal Indus., Inc., 116 B.R. 964 (Bankr. S.D. Ohio 1990). “24; Mich.Comp.Laws Ann. §§ 449.1403, 449.1401, 449.”
Schmidt v. Wilbur, 775 F. Supp. 216 (E.D. Mich. 1991). “Michigan Compiled Laws § 449.1403. Both Michigan and Connecticut have passed the Revised Uniform Limited Partnership Act of 1976.”
Silverman v. Niswonger, 761 F. Supp. 464 (E.D. Mich. 1991). “§ 449.1403(b)] (Callaghan 1990). Partnerships are liable for the wrongful acts of a partner and for the misapplication of money by a partner, when they occur in the ordinary course of business of the partnership.”
Kings Lane Gp Inc v. Kings Lane Ltd Dividend Hous. Ass'n (Mich. Ct. App. 2018). “” MCL 449.1403(b). Accordingly, a general partner in a limited partnership owes a fiduciary duty to the limited partners.”
Friendship Jackson LLC v. Friendship Forest Pk Ltd Div Hous. (Mich. Ct. App. 2020). “” MCL 449.1403(a). FFPC and LDHA argued that, under the UPA and MRULPA, FFPC did not have authority to bind LDHA to the purchase agreement because sale of the property was not “carrying on in the usual way the business of the partnership,” MCL 449.”
SunAmerica Hous. Fund 1050 v. Pathway of Pontiac, Inc. (E.D. Mich. 2021). “LAWS §§ 449.1403(b) and 449.21(a), the “general partner[s] in a limited partnership owe[] a fiduciary duty to the limited partner[].”
— Mich. Comp. Laws § 449.1403(a) — 1 case
Friendship Jackson LLC v. Friendship Forest Pk Ltd Div Hous. (Mich. Ct. App. 2020). “” MCL 449.1403(a). FFPC and LDHA argued that, under the UPA and MRULPA, FFPC did not have authority to bind LDHA to the purchase agreement because sale of the property was not “carrying on in the usual way the business of the partnership,” MCL 449.”
— Mich. Comp. Laws § 449.1403(b) — 3 cases
Silverman v. Niswonger, 761 F. Supp. 464 (E.D. Mich. 1991). “§ 449.1403(b)] (Callaghan 1990). Partnerships are liable for the wrongful acts of a partner and for the misapplication of money by a partner, when they occur in the ordinary course of business of the partnership.”
Kings Lane Gp Inc v. Kings Lane Ltd Dividend Hous. Ass'n (Mich. Ct. App. 2018). “” MCL 449.1403(b). Accordingly, a general partner in a limited partnership owes a fiduciary duty to the limited partners.”
SunAmerica Hous. Fund 1050 v. Pathway of Pontiac, Inc. (E.D. Mich. 2021). “LAWS §§ 449.1403(b) and 449.21(a), the “general partner[s] in a limited partnership owe[] a fiduciary duty to the limited partner[].”
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