Sec. 153.102. LIABILITY TO THIRD PARTIES. (a) A limited partner is not liable for the obligations of a limited partnership unless:
(1) the limited partner is also a general partner; or
(2) in addition to the exercise of the limited partner's rights and powers as a limited partner, the limited partner participates in the control of the business.
(b) If the limited partner participates in the control of the business, the limited partner is liable only to a person who transacts business with the limited partnership reasonably believing, based on the limited partner's conduct, that the limited partner is a general partner.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Structure Texas Statutes
Chapter 153 - Limited Partnerships
Subchapter C. Limited Partners
Section 153.101. Admission of Limited Partners
Section 153.102. Liability to Third Parties
Section 153.103. Actions Not Constituting Participation in Business for Liability Purposes
Section 153.104. Enumeration of Actions Not Exclusive
Section 153.105. Creation of Rights
Section 153.106. Erroneous Belief of Contributor Being Limited Partner
Section 153.107. Statement Required for Liability Protection
Section 153.108. Requirements for Liability Protection Following Expiration of Statement
Section 153.109. Liability of Erroneous Contributor
Section 153.110. Withdrawal of Limited Partner
Section 153.111. Distribution on Withdrawal
Section 153.112. Receipt of Wrongful Distribution
Section 153.113. Powers of Estate of Limited Partner Who Is Deceased or Incapacitated