Texas Codes
Tex. Bus. Orgs. Code § 153.105 (2026)
Creation Of Rights
✓ laws through the 89th Legislature (2025)
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Sec. 153.105. CREATION OF RIGHTS. Sections 153.103 and 153.104 do not create rights of limited partners. Rights of limited partners may be created only by:
(1) the certificate of formation;
(2) the partnership agreement;
(3) other sections of this chapter; or
(4) the other limited partnership provisions.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Notes of Decisions
Cited in 3
cases, 2011–2019 · leading case: In re Allcat Claims Serv., L.P. & John Weakly, 356 S.W.3d 455 (Tex. 2011).
In re Allcat Claims Serv., L.P. & John Weakly, 356 S.W.3d 455 (Tex. 2011). “210 (providing that distributions may not be made if, immediately after giving effect to the distribution, liabilities of the partnership will exceed the fair value of the partnership assets); see also TEX. BUS. ORGS. CODE § 153.105 (providing that rights of limited partners may…”
Sandeep Patel v. Harbor Hospice of Beaumont, LP, No. 13-15-00452-CV (Tex. App.—Corpus Christi Dec. 10, 2015). “22 TEX. BUS. ORG. CODE ANN. § 153.105 ......”
Preston Marshall v. Ribosome, L.P., No. 01-18-00108-CV (Tex. App.—Houston [1st Dist.] May 9, 2019). “See TEX. BUS. ORGS. CODE § 153.105 (explaining that rights of limited partners may be created only by certificate of formation, partnership agreement, other statutory provisions, or other limited partnership provisions).”
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