West Virginia Code
Article 9. Uniform Limited Partnership Act
§47-9-42. Right of Assignee to Become Limited Partner

(a) An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner if and to the extent that (1) the assignor gives the assignee that right in accordance with authority described in the partnership agreement, or (2) all other partners consent.
(b) An assignee who has become a limited partner has, to the extent assigned, the rights and powers, and is subject to the restrictions and liabilities, of a limited partner under the partnership agreement and this article. An assignee who becomes a limited partner also is liable for the obligations of his assignor to make and return contributions as provided in section thirty-eight of this article: Provided, That the assignee is not obligated for liabilities unknown to the assignee at the time he became a limited partner.
(c) If an assignee of a partnership interest becomes a limited partner, the assignor is not released from his liability to the limited partnership under sections fourteen and twenty-eight of this article.

Structure West Virginia Code

West Virginia Code

Chapter 47. Regulation of Trade

Article 9. Uniform Limited Partnership Act

§47-9-1. Definitions

§47-9-2. Name of Limited Partnership

§47-9-3. Reservation of Name

§47-9-4. Secretary of State Constituted Attorney-in-Fact for All Limited Partnerships; Manner of Acceptance or Service of Notice and Process Upon Secretary of State; What Constitutes Conducting Affairs or Doing or Transacting Business in This State f...

§47-9-5. Office and Records

§47-9-6. Nature of Business

§47-9-7. Business Transactions of Partner With Partnership

§47-9-8. Certificate and Formation of Limited Partnership

§47-9-9. Amendment to Certificate

§47-9-10. Cancellation of Certificate

§47-9-10a. Administrative Dissolution of a Limited Partnership; Reinstatement; Appeals

§47-9-11. Execution of Certificates

§47-9-12. Judicial Amendment or Cancellation of Certificate

§47-9-13. Filing of Certificate

§47-9-14. Liability for False Statement in Certificate

§47-9-15. Notice

§47-9-16. Delivery of Certificates to Limited Partners

§47-9-17. Admission of Limited Partners

§47-9-18. Voting by Limited Partners

§47-9-19. Liability to Third Parties

§47-9-20. Person Erroneously Believing Himself Limited Partner

§47-9-21. Right of Limited Partner to Information

§47-9-22. Admission of Additional General Partners

§47-9-23. Events of Withdrawal of General Partner

§47-9-24. General Powers and Liabilities of General Partner

§47-9-25. Contributions by General Partner

§47-9-26. Voting by General Partners

§47-9-27. Form of Contribution

§47-9-28. Liability for Contribution

§47-9-29. Sharing of Profits and Losses

§47-9-30. Sharing of Distributions

§47-9-31. Interim Distributions

§47-9-32. Withdrawal of General Partner

§47-9-33. Withdrawal of Limited Partner

§47-9-34. Distribution Upon Withdrawal

§47-9-35. Distribution in Kind

§47-9-36. Right to Distribution

§47-9-37. Limitations on Distribution

§47-9-38. Liability Upon Return of Contribution

§47-9-39. Nature of Partnership Interest

§47-9-40. Assignment of Partnership Interest

§47-9-41. Rights of Creditor

§47-9-42. Right of Assignee to Become Limited Partner

§47-9-43. Power of Estate of Deceased or Incompetent Partner

§47-9-44. Nonjudicial Dissolution

§47-9-45. Judicial Dissolution

§47-9-46. Winding Up of Affairs

§47-9-47. Distribution of Assets

§47-9-48. Law Governing Foreign Limited Partnerships

§47-9-49. Registration of Foreign Limited Partnership

§47-9-50. Issuance of Registration

§47-9-51. Registration of Name of Foreign Limited Partnership

§47-9-52. Foreign Limited Partnership -- Changes and Amendments to Registration

§47-9-53. Foreign Limited Partnership -- Cancellation of Registration

§47-9-53a. Revocation and Reinstatement of Foreign Limited Partnership Certificates of Authority

§47-9-54. Foreign Limited Partnership -- Transaction of Business Without Registration

§47-9-55. Action by Attorney General to Restrain a Foreign Limited Partnership

§47-9-56. Right of Action by Limited Partner

§47-9-57. Proper Plaintiff in Derivative Action

§47-9-58. Pleading in Derivative Action

§47-9-59. Expenses in Derivative Action

§47-9-60. Construction and Application of Article

§47-9-61. Short Title of Article

§47-9-62. Effective Date of Article

§47-9-63. Rules for Cases Not Provided for in Article