Missouri Revised Statutes

Mo. Rev. Stat. § 359.251 (2026)

Rights and liabilities of a general partner

✓ current as of May 2026
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  359.251.  Rights and liabilities of a general partner. — 1.  Except as provided in this chapter 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.

  2.  Except as provided in this chapter, 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 chapter 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.

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(L. 1985 H.B. 512 & 650)

Effective 1-01-87

Notes of Decisions
Cited in 4 cases, 1988–2014 · leading case: Naylor Senior Citizens Hous., LP, & John Dilks v. Sides Constr. Co., Inc., 423 S.W.3d 238 (Mo. 2014).
Naylor Senior Citizens Hous., LP, & John Dilks v. Sides Constr. Co., Inc., 423 S.W.3d 238 (Mo. 2014). “310, RSMo 2000 (corporation “shall be controlled and managed by a board of directors” but qualifications of directors may be prescribed in the articles of incorporation, or in the bylaws); § 359.”
N.E. & R. P'ship v. Stone, 745 S.W.2d 266 (Mo. Ct. App. 1988). “090 provides that “[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 for matters not relevant here.”
Mercantile Bank of Sikeston v. Moore, 792 S.W.2d 653 (Mo. Ct. App. 1990). “, the Continuing Guaranty is applicable to the pre-existing note for $250,000 and the note for $200,000. J. Handy Moore does not seek reformation of the Continuing Guaranty.”
Naylor Senior Citizens Hous., LP, & John Dilks v. Sides Constr. Co., Inc. (Mo. 2014). · cites it 2× “310, RSMo 2000 (corporation “shall be controlled and managed by a board of directors” but qualifications of directors may be prescribed in the articles of incorporation, or in the bylaws); § 359.251, RSMo 2000 (“Except as provided in this chapter or in the partnership agreement,…”
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