C.R.S. Section 7-61-110
General partner

  • rights
  • liabilities

(1)

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, but 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:

(a)

Do any act in contravention of the certificate;

(b)

Do any act which would make it impossible to carry on the ordinary business of the partnership;

(c)

Confess a judgment against the partnership;

(d)

Possess partnership property or assign their rights in specific partnership property for other than a partnership purpose;

(e)

Admit a person as a general partner;

(f)

Admit a person as a limited partner, unless the right to do so is given in the certificate;

(g)

Continue the business with partnership property on the death, retirement, or insanity of a general partner, unless the right to do so is given in the certificate.

(2)

For a limited partnership that has made the election permitted by section 7-61-129, the article so elected shall be the governing law for purposes of subsection (1) of this section. For a limited partnership that has not made the election permitted by section 7-61-129, article 60 of this title shall be the governing law for purposes of subsection (1) of this section.

Source: Section 7-61-110 — General partner - rights - liabilities, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-07.­pdf (accessed Oct. 20, 2023).

7‑61‑101
Short title
7‑61‑102
Definitions
7‑61‑103
Formation
7‑61‑104
Business which may be carried on
7‑61‑105
Limited partner’s contribution
7‑61‑106
Name not to contain surname of limited partner - exceptions
7‑61‑107
Liability for false statement in certificate
7‑61‑108
Limited partner not liable to creditors - when
7‑61‑109
Admission of additional limited partners
7‑61‑110
General partner - rights - liabilities
7‑61‑111
Rights of a limited partner
7‑61‑112
Status of person erroneously believing self to be a limited partner
7‑61‑113
One person both general and limited partner
7‑61‑114
Transactions with limited partner
7‑61‑115
Relation of limited partners inter se
7‑61‑116
Compensation of limited partner
7‑61‑117
Withdrawal or reduction of limited partner’s contribution
7‑61‑118
Liability of limited partner to partnership
7‑61‑119
Nature of limited partner’s interest
7‑61‑120
Assignment of limited partner’s interest
7‑61‑121
Effect of retirement, death, or insanity of a general partner
7‑61‑122
Death of limited partner
7‑61‑123
Rights of creditors of limited partner
7‑61‑124
Distribution of assets
7‑61‑125
When certificate shall be canceled or amended
7‑61‑126
Requirements for amendment and for cancellation of certificate
7‑61‑127
Parties to actions
7‑61‑128
Rules of construction
7‑61‑129
Law governing cases not covered
7‑61‑129.5
Applicability
7‑61‑130
Provisions for existing limited partnerships
Green check means up to date. Up to date

Current through Fall 2024

§ 7-61-110’s source at colorado​.gov