Minnesota Statutes
Chapter 322 — 1919 Uniform Limited Partnership Act
Section 322.09 — Rights, Powers, And Liabilities Of A General Partner.

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 that without the written consent or ratification of the specific act by all the limited partners, a general partner or all of the general partners have no authority to
(1) do any act in contravention of the certificate;
(2) do any act which would make it impossible to carry on the ordinary business of the partnership;
(3) confess a judgment against the partnership;
(4) possess partnership property, or assign their rights in specific partnership property, for other than a partnership purpose;
(5) admit a person as a general partner;
(6) admit a person as a limited partner unless the right so to do is given in the certificate; or
(7) continue the business with partnership property on the death, retirement, or insanity of a general partner, unless the right so to do is given in the certificate.
(7361) 1919 c 498 s 9

Structure Minnesota Statutes

Minnesota Statutes

Chapters 300 - 323A — Business, Social, And Charitable Organizations

Chapter 322 — 1919 Uniform Limited Partnership Act

Section 322.01 — Definition.

Section 322.02 — Formation.

Section 322.03 — Business Which May Be Carried On.

Section 322.04 — Character Of Limited Partner's Contribution.

Section 322.05 — Name Not To Contain Surname Of Limited Partner.

Section 322.06 — Liability For False Statements In Certificate.

Section 322.07 — Limited Partner Not Liable To Creditors.

Section 322.08 — Admission Of Additional Limited Partners.

Section 322.09 — Rights, Powers, And Liabilities Of A General Partner.

Section 322.10 — Rights Of A Limited Partner.

Section 322.11 — Status Of Person Erroneously Believing To Be A Limited Partner.

Section 322.12 — One Person Both General And Limited Partner.

Section 322.13 — Loans And Other Business Transactions With Limited Partner.

Section 322.14 — Relation Of Limited Partners Inter Se.

Section 322.15 — Compensation Of Limited Partner.

Section 322.16 — Withdrawal Or Reduction Of Limited Partner's Contribution.

Section 322.17 — Liability Of Limited Partner To Partnership.

Section 322.18 — Nature Of Limited Partner's Interest.

Section 322.19 — Assignment Of Limited Partner's Interest.

Section 322.20 — Effect Of Retirement, Death, Or Insanity Of A General Partner.

Section 322.21 — Death Of Limited Partner.

Section 322.22 — Rights Of Creditors Of Limited Partner.

Section 322.23 — Distribution Of Assets.

Section 322.24 — When Certificate Shall Be Canceled Or Amended.

Section 322.25 — Requirements For Amendment And For Cancellation Of Certificate.

Section 322.26 — Parties To Actions.

Section 322.27 — Citation.

Section 322.28 — Rules Of Construction.

Section 322.29 — Rules For Cases Not Provided For.

Section 322.30 — Provisions For Existing Limited Partnerships.

Section 322.31 — Repeals.