Tex. Codes » Business Organizations Code · TITLE 4. PARTNERSHIPS · CHAPTER 153. LIMITED PARTNERSHIPS
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Tex. Bus. Orgs. Code § 153.003 (2026)

Applicability Of Other Laws

✓ current as of May 2026
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Sec. 153.003. APPLICABILITY OF OTHER LAWS. (a) Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and equity govern.

(b) The powers and duties of a limited partner shall not be governed by a provision of Chapter 152 that would be inconsistent with the nature and role of a limited partner as contemplated by this chapter.

(c) A limited partner shall not have any obligation or duty of a general partner solely by reason of being a limited partner.

Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.

Notes of Decisions
Cited in 11 cases (5 in the last 5 years), 2015–2025 · leading case: Doctors Hosp. At Renaissance, Ltd. v. Andrade, 493 S.W.3d 545 (Tex. 2016).
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Doctors Hosp. At Renaissance, Ltd. v. Andrade, 493 S.W.3d 545 (Tex. 2016). “Tex. Bus. Orgs. Code § 153.003(a). Chapter 152 limits the liability of a general partnership for the conduct of a partner: (a) A partnership is liable for loss or injury to a person, including a partner, or for a penalty caused by or incurred as a result of a wrongful act or…”
Bruce v. Cauthen, 515 S.W.3d 495 (Tex. App. 2017). “See Tex. Bus. Orgs. Code § 153.003(a) ("Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and…”
David Bruce, an Individual, All. Recruiting Resources, Inc., & Kingwood Place GP, LLC v. Misty Cauthen, an Individual & Direct Hire.com LLC (Tex. App. 2016). “See Tex. Bus. Orgs. Code § 153.003(a) (“Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and…”
Shannon Med. Ctr. v. Triad Holdings III, L.L.C., Individually Derivatively on Behalf of Reg'l Cancer Treatment Ctr., Ltd., 601 S.W.3d 904 (Tex. App. 2019). “See TEX. BUS. ORGS. CODE ANN. § 153.003 (in matters not addressed in Business Organizations Code chapter 153 dealing with limited partnerships, “the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and equity govern”); id.”
Wes Gilbreath, Jr., Stacey Gilbreath Powell, Elliot Gilbreath, & Mark Ritter SignAd, Ltd., SignAd GP, LLC, Ben Nevis West, Ltd., Culcreuch West, LLC, Big Signs & Leasing 1, Ltd., Big Signs & Leasing 2, Ltd., Big Signs & Leasing 3, Ltd. El Al v. Lisa R. Gilbreath Horan, Individually & as Tr. of the Lisa Gilbreath Horan 2001 Irrevocable Trust (Tex. App. 2022). “” TEX. BUS. ORGS. CODE § 153.003(a). At least one court has determined that Section 152.”
Christopher F. Bertucci, as of the Est. of Anthony R. Bertucci, & Derivatively on Behalf of Am. Affordable Homes & Props., Inc. Am. Affordable Homes, LP Town Vista Dev., LLC Town Vista Terrace, Inc. & MidCrowne Senior SLP, LLC// Eugene L. Watkins, Jr. v. Eugene L. Watkins, Jr.// Cross-Appellee, Christopher F. Bertucci, as of the Est. of Anthony R. Bertucci, & Derivatively on Behalf of Am. Affordable Homes & Props., Inc. Am. Affordable Homes, LP Town Vista Dev., LLC Town Vista Terrace, Inc. & MidCrowne Senior SLP, LLC (Tex. App. 2022). “10 See Tex. Bus. Orgs. Code § 153.003 (provisions of Chapter 152 governing non-limited partnerships apply unless inconsistent with the nature and role of a limited partner); see also id.”
Wes Gilbreath, Jr., Stacey Gilbreath Powell, Elliot Gilbreath, & Mark Ritter SignAd, Ltd., SignAd GP, LLC, Ben Nevis West, Ltd., Culcreuch West, LLC, Big Signs & Leasing 1, Ltd., Big Signs & Leasing 2, Ltd., Big Signs & Leasing 3, Ltd. El Al v. Lisa R. Gilbreath Horan, Individually & as Tr. of the Lisa Gilbreath Horan 2001 Irrevocable Trust, 682 S.W.3d 454 (Tex. App. 2023). “” TEX. BUS. ORGS. CODE § 153.003(a). At least one court has determined that Section 152.”
Clinton W. (\buddy\") Pike (2020). “22 TEX. BUS. ORGS. CODE § 153.003(a) (“Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and…”
Roger Arora, Maxim Bay III, LP, Bombay Grp., LLC, & Bombay Maximo, LLC v. MSG Bus., LLC (Tex. App. 2024). “Tex. Bus. Orgs. Code § 153.003(a). While Chapter 153 is silent on the effect of a general partner’s withdrawal from a limited partnership on that partner’s existing liability, and in particular changes are made to that existing liability, in section 152.”
Christopher F. Bertucci, as of the Est. of Anthony R. Bertucci, & Derivatively on Behalf of Am. Affordable Homes & Props., Inc.; Am. Affordable Homes, Lp; Town Vista Dev., LLC; Town Vista Terrace, Inc.; & Midcrowne Senior Slp, LLC v. Eugene L. Watkins, Jr., 709 S.W.3d 534 (Tex. 2025). “A limited partner, by definition, “does not take part in managing the business.” Limited partner, BLACK’S LAW DICTIONARY (12th ed.”
Sandeep Patel v. Harbor Hospice of Beaumont, LP (Tex. App. 2015). “20 TEX. BUS. ORG. CODE ANN. § 153.003 ......”
Tex. Bus. Orgs. Code § 153.003(a): 7 cases
Doctors Hosp. At Renaissance, Ltd. v. Andrade, 493 S.W.3d 545 (Tex. 2016). “Tex. Bus. Orgs. Code § 153.003(a). Chapter 152 limits the liability of a general partnership for the conduct of a partner: (a) A partnership is liable for loss or injury to a person, including a partner, or for a penalty caused by or incurred as a result of a wrongful act or…”
Bruce v. Cauthen, 515 S.W.3d 495 (Tex. App. 2017). “See Tex. Bus. Orgs. Code § 153.003(a) ("Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and…”
David Bruce, an Individual, All. Recruiting Resources, Inc., & Kingwood Place GP, LLC v. Misty Cauthen, an Individual & Direct Hire.com LLC (Tex. App. 2016). “See Tex. Bus. Orgs. Code § 153.003(a) (“Except as provided by Subsection (b), in a case not provided for by this chapter and the other limited partnership provisions, the provisions of Chapter 152 governing partnerships that are not limited partnerships and the rules of law and…”
Wes Gilbreath, Jr., Stacey Gilbreath Powell, Elliot Gilbreath, & Mark Ritter SignAd, Ltd., SignAd GP, LLC, Ben Nevis West, Ltd., Culcreuch West, LLC, Big Signs & Leasing 1, Ltd., Big Signs & Leasing 2, Ltd., Big Signs & Leasing 3, Ltd. El Al v. Lisa R. Gilbreath Horan, Individually & as Tr. of the Lisa Gilbreath Horan 2001 Irrevocable Trust (Tex. App. 2022). “” TEX. BUS. ORGS. CODE § 153.003(a). At least one court has determined that Section 152.”
Wes Gilbreath, Jr., Stacey Gilbreath Powell, Elliot Gilbreath, & Mark Ritter SignAd, Ltd., SignAd GP, LLC, Ben Nevis West, Ltd., Culcreuch West, LLC, Big Signs & Leasing 1, Ltd., Big Signs & Leasing 2, Ltd., Big Signs & Leasing 3, Ltd. El Al v. Lisa R. Gilbreath Horan, Individually & as Tr. of the Lisa Gilbreath Horan 2001 Irrevocable Trust, 682 S.W.3d 454 (Tex. App. 2023). “” TEX. BUS. ORGS. CODE § 153.003(a). At least one court has determined that Section 152.”
Tex. Bus. Orgs. Code § 153.003(c): 1 case
Christopher F. Bertucci, as of the Est. of Anthony R. Bertucci, & Derivatively on Behalf of Am. Affordable Homes & Props., Inc.; Am. Affordable Homes, Lp; Town Vista Dev., LLC; Town Vista Terrace, Inc.; & Midcrowne Senior Slp, LLC v. Eugene L. Watkins, Jr., 709 S.W.3d 534 (Tex. 2025). “A limited partner, by definition, “does not take part in managing the business.” Limited partner, BLACK’S LAW DICTIONARY (12th ed.”
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