Ohio Revised Code

Ohio Rev. Code § 1782.01 (2026)

Limited partnership definitions

✓ current as of May 2026
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Unless the context requires a different meaning, as used in this chapter:

(A) "Certificate of limited partnership" means the certificate referred to in section 1782.08 of the Revised Code, and the certificate as amended or restated.

(B) "Contribution" means any cash, property, services rendered, or promissory note or other binding obligation to contribute cash or property or to perform services, that a partner contributes to a limited partnership in his capacity as a partner.

(C) "Entity" means any of the following:

(1) A for profit corporation organized under the laws of this state or any other state;

(2) Any of the following organizations existing under the laws of this state, the United States, or any other state:

(a) A business trust or association;

(b) A real estate investment trust;

(c) A common law trust;

(d) An unincorporated business or for profit organization, including a general or limited partnership;

(e) A limited liability company.

(D) "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 1782.23 of the Revised Code.

(E) "Foreign limited partnership" means a limited partnership formed under the laws of any state other than this state.

(F) "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.

(G) "Limited partner" means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement.

(H) "Limited partnership" and "domestic limited partnership" mean a partnership formed by two or more persons under the laws of this state, having as members one or more general partners and one or more limited partners.

(I) "Liquidating trustee" means a person, other than a general partner but including a limited partner, who is carrying out the winding up of a limited partnership.

(J) "Partner" means a limited or general partner.

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

(L) "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.

(M) "Person" means any natural person; partnership, limited partnership, trust, estate, association, limited liability company, or corporation; any custodian, nominee, trustee, executor, administrator, or other fiduciary; or any other individual or entity in its own or any representative capacity.

Notes of Decisions
Cited in 5 cases, 1989–2020 · leading case: Jezerinac v. Dioun, 2020 Ohio 587 (Ohio Ct. App. 2020).
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Jezerinac v. Dioun, 2020 Ohio 587 (Ohio Ct. App. 2020). · cites it 3× “Among other collateral issues such as discovery, the trial court expressly stayed "[t]he time frames relating to underlying businesses, including but not limited to [the tenant] and the potential withdrawal of a general partner [BRC] and dissolution found in R.C. § 1782.01 et…”
Cardinal Indus., Inc. v. Buckeye Fed. Sav. & Loan Ass'n, 105 B.R. 834 (Bankr. S.D. Ohio 1989). · cites it 2× “” Ohio Rev.Code § 1782.01(J). The extent of those Partnership Interests held by the Debtors, as set forth in the sample *849 partnership agreements, is discussed in Part III.”
Omega Riggers & Erectors, Inc. v. Koverman, 2016 Ohio 2961 (Ohio Ct. App. 2016). “Cuyahoga Nos. 92132, 92161, 2009-Ohio-2728 , statutory changes in 1994 established limited liability companies and limited partnerships as “entities” pursuant to R.”
Dynes Corp. v. Seikel, Koly & Co., 654 N.E.2d 991 (Ohio Ct. App. 1994). · cites it 2× “R.C. 1782.01 states in relevant part as follows: “(I) ‘Partnership agreement’ means any valid written or oral agreement of the partners as to the affairs of a limited partnership and the conduct of its business.”
Stewart v. Depth Constr., 2013 Ohio 3517 (Ohio Ct. App. 2013). “01(D) and R.C. 1782.01(C) (defining “entity” to include business, investment, and common law trusts; limited liability companies; unincorporated business organizations, including general and limited partnerships; and limited liability companies).”
— Ohio Rev. Code § 1782.01(C) — 2 cases
Omega Riggers & Erectors, Inc. v. Koverman, 2016 Ohio 2961 (Ohio Ct. App. 2016). “Cuyahoga Nos. 92132, 92161, 2009-Ohio-2728 , statutory changes in 1994 established limited liability companies and limited partnerships as “entities” pursuant to R.”
Stewart v. Depth Constr., 2013 Ohio 3517 (Ohio Ct. App. 2013). “01(D) and R.C. 1782.01(C) (defining “entity” to include business, investment, and common law trusts; limited liability companies; unincorporated business organizations, including general and limited partnerships; and limited liability companies).”
— Ohio Rev. Code § 1782.01(J) — 1 case
Cardinal Indus., Inc. v. Buckeye Fed. Sav. & Loan Ass'n, 105 B.R. 834 (Bankr. S.D. Ohio 1989). “” Ohio Rev.Code § 1782.01(J). The extent of those Partnership Interests held by the Debtors, as set forth in the sample *849 partnership agreements, is discussed in Part III.”
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