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Chapter 1. Definitions
23-16-1-1. Applicability of Definitions - Sec. 1. The definitions in this chapter apply throughout this...
23-16-1-2. Certificate of Limited Partnership - Sec. 2. "Certificate of limited partnership" means a certificate described...
23-16-1-3. Contribution - Sec. 3. "Contribution" means any cash, property, services rendered, or...
23-16-1-4. Effective Date - Sec. 4. "Effective date" means a date specified in a...
23-16-1-5. Event of Withdrawal of a General Partner - Sec. 5. "Event of withdrawal of a general partner" means...
23-16-1-6. Foreign Limited Partnership - Sec. 6. "Foreign limited partnership" means a partnership formed under...
23-16-1-7. General Partner - Sec. 7. "General partner" means a person who has been...
23-16-1-8. Limited Partner - Sec. 8. "Limited partner" means a person who has been...
23-16-1-9. Limited Partnership; Domestic Limited Partnership - Sec. 9. "Limited partnership" and "domestic limited partnership" mean a...
23-16-1-10. Partner - Sec. 10. "Partner" means a limited or general partner. As...
23-16-1-11. Partnership Agreement - Sec. 11. "Partnership agreement" means a written agreement of the...
23-16-1-12. Partnership Interest - Sec. 12. "Partnership interest" means a partner's share of the...
23-16-1-13. Person - Sec. 13. "Person" means an individual, partnership, limited liability company,...
23-16-1-14. State - Sec. 14. "State" means the District of Columbia, the Commonwealth...
Chapter 2. General Provisions
23-16-2-0.2. Effect of Repeal of Ic 23-4-2 - Sec. 0.2. The repeal of IC 23-4-2 by P.L.147-1988 does...
23-16-2-1. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.178-2002, SEC.103; P.L.119-2015,...
23-16-2-2. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.277-2001, SEC.14; P.L.119-2015,...
23-16-2-2.5. Repealed - As added by P.L.277-2001, SEC.15. Repealed by P.L.119-2015, SEC.39.
23-16-2-3. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.63-2014, SEC.15. Repealed...
23-16-2-4. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.119-2015, SEC.40. Repealed...
23-16-2-5. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.226-1989, SEC.24. Repealed...
23-16-2-6. Records to Be Kept - Sec. 6. (a) Each limited partnership shall keep at the...
23-16-2-7. Nature of Business - Sec. 7. A limited partnership may carry on any business...
23-16-2-8. Business Transactions of Partner With Partnership - Sec. 8. (a) Except as provided in the partnership agreement,...
23-16-2-9. Indemnification of Partners, Employees, Officers, or Agents - Sec. 9. (a) A domestic or foreign limited partnership may...
Chapter 3. Formation and Certificate of Limited Partnership
23-16-3-1. Partnership Agreement - Sec. 1. (a) A limited partnership must have a partnership...
23-16-3-2. Certificate of Limited Partnership - Sec. 2. To form a limited partnership, a certificate of...
23-16-3-3. Amendment to Certificate - Sec. 3. (a) A certificate of limited partnership is amended...
23-16-3-3.1. Repealed - As added by P.L.119-2015, SEC.41. Repealed by P.L.149-2016, SEC.70.
23-16-3-4. Cancellation of Certificate - Sec. 4. A certificate of limited partnership shall be cancelled...
23-16-3-5. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.130-2006, SEC.22; P.L.40-2013,...
23-16-3-6. Repealed - As added by P.L.147-1988, SEC.1. Repealed by P.L.118-2017, SEC.65.
23-16-3-7. Filing in Office of Secretary of State - Sec. 7. (a) The original signed copy of the certificate...
23-16-3-7.1. Repealed - As added by P.L.119-2015, SEC.43. Repealed by P.L.118-2017, SEC.67.
23-16-3-7.2. Repealed - As added by P.L.170-2016, SEC.10. Repealed by P.L.118-2017, SEC.68.
23-16-3-8. Liability for False Statement in Certificate - Sec. 8. (a) Except as provided in subsection (b), if...
23-16-3-9. Scope of Notice - Sec. 9. The fact that a certificate of limited partnership...
23-16-3-10. Delivery of Certificates to Limited Partners - Sec. 10. The general partners shall promptly deliver or mail...
23-16-3-11. Integration and Restatement of Certificate - Sec. 11. (a) Whenever it so desires, a limited partnership...
23-16-3-12. Repealed - As added by P.L.147-1988, SEC.1. Repealed by P.L.118-2017, SEC.71.
23-16-3-13. Repealed - As added by P.L.178-2002, SEC.104. Repealed by P.L.118-2017, SEC.72.
23-16-3-14. Repealed - As added by P.L.130-2006, SEC.23. Repealed by P.L.118-2017, SEC.73.
Chapter 4. Limited Partners
23-16-4-1. Additional Limited Partners - Sec. 1. After the formation of a limited partnership, a...
23-16-4-2. Classes or Groups of Limited Partners; Rights, Powers, and Duties; Voting - Sec. 2. (a) A partnership agreement may provide for classes...
23-16-4-3. Liability to Third Parties - Sec. 3. (a) Except as provided in subsection (d), a...
23-16-4-4. Person Erroneously Believing to Be Limited Partner - Sec. 4. (a) Except as provided in subsection (b), a...
23-16-4-5. Access to Information by Limited Partner - Sec. 5. Each limited partner has the right to inspect...
23-16-4-6. Admission of Limited Partners - Sec. 6. A person acquiring a partnership interest is admitted...
Chapter 5. General Partners
23-16-5-1. Admission of Additional General Partners - Sec. 1. After the filing of a limited partnership's initial...
23-16-5-2. Events of Withdrawal - Sec. 2. A person ceases to be a general partner...
23-16-5-3. General Powers and Liabilities - Sec. 3. (a) Except as provided in this article or...
23-16-5-4. Contributions by General Partner - Sec. 4. (a) A general partner of a limited partnership...
23-16-5-5. Classes or Groups of General Partners; Rights, Powers, and Duties; Voting - Sec. 5. (a) A partnership agreement may provide for classes...
Chapter 6. Finance
23-16-6-1. Form of Contribution - Sec. 1. The contribution of a partner may be: (1)...
23-16-6-2. Liability for Contribution - Sec. 2. (a) A promise by a limited partner to...
23-16-6-3. Sharing of Profits and Losses - Sec. 3. The profits and losses of a limited partnership...
23-16-6-4. Sharing of Distributions - Sec. 4. Distributions of cash or other assets of a...
Chapter 7. Distributions and Withdrawals
23-16-7-1. Interim Distributions - Sec. 1. Except as provided in this chapter, a partner...
23-16-7-2. Withdrawal of General Partner - Sec. 2. A general partner may withdraw from a limited...
23-16-7-3. Withdrawal of Limited Partner - Sec. 3. A limited partner may withdraw from a limited...
23-16-7-4. Distribution Upon Withdrawal - Sec. 4. Except as provided in this chapter, upon withdrawal...
23-16-7-5. Distribution in Kind - Sec. 5. (a) Except as provided in the partnership agreement,...
23-16-7-6. Right to Distribution - Sec. 6. At the time a partner becomes entitled to...
23-16-7-7. Limitations on Distribution - Sec. 7. A partner may not receive a distribution from...
23-16-7-8. Liability Upon Return of Contribution - Sec. 8. (a) If a partner has received the return...
Chapter 8. Assignment of Partnership Interests
23-16-8-1. Nature of Partnership Interest - Sec. 1. A partnership interest is personal property. A partner...
23-16-8-2. Assignment of Partnership Interest - Sec. 2. Unless otherwise provided in the partnership agreement: (1)...
23-16-8-3. Rights of Creditor - Sec. 3. On application to a court by any judgment...
23-16-8-4. Right of Assignee to Become Limited Partner - Sec. 4. (a) An assignee of a partnership interest, including...
23-16-8-5. Power of Estate of Deceased or Incompetent Partner - Sec. 5. (a) If a partner who is an individual...
Chapter 9. Dissolution
23-16-9-1. Nonjudicial Dissolution - Sec. 1. (a) A limited partnership is dissolved and its...
23-16-9-2. Judicial Dissolution - Sec. 2. On application by or for a partner, the...
23-16-9-3. Winding Up - Sec. 3. (a) Unless otherwise provided in the partnership agreement,...
23-16-9-4. Distribution of Assets - Sec. 4. Upon the winding up of a limited partnership,...
Chapter 10. Repealed - Repealed by P.L.118-2017, SEC.77.
Chapter 10.1. Repealed - Repealed by P.L.8-1993, SEC.523.
Chapter 11. Derivative Actions
23-16-11-1. Right of Action - Sec. 1. A limited partner may bring an action in...
23-16-11-2. Proper Plaintiff - Sec. 2. In a derivative action under this chapter, the...
23-16-11-3. Pleading - Sec. 3. In a derivative action under this chapter, the...
23-16-11-4. Expenses - Sec. 4. (a) If a derivative action under this chapter...
Chapter 12. Miscellaneous
23-16-12-1. Construction and Application of Article - Sec. 1. (a) This article shall be applied and construed...
23-16-12-2. Applicability of Article to Domestic and Foreign Limited Partnerships After Effective Date and After Repeal of Antecedent Provisions - Sec. 2. (a) After July 1, 1988, this article applies...
23-16-12-3. Rules for Cases Not Provided for in This Article - Sec. 3. In any case not provided for in this...
23-16-12-4. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.226-1989, SEC.27; P.L.75-1990,...
23-16-12-5. Repealed - As added by P.L.147-1988, SEC.1. Amended by P.L.228-1995, SEC.18; P.L.11-1996,...
23-16-12-5.1. Repealed - As added by P.L.228-1995, SEC.19. Amended by P.L.63-2014, SEC.17; P.L.119-2015,...
23-16-12-6. Repealed - As added by P.L.147-1988, SEC.1. Repealed by P.L.118-2017, SEC.83.
23-16-12-7. Repealed - As added by P.L.63-2014, SEC.18. Repealed by P.L.118-2017, SEC.84.