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Kentucky Revised Statutes · § 362.2-606 — Power to bind and liability to partnership before dissolution of person dissociated as general partner

362.2-606. Power to bind and liability to partnership before dissolution of person dissociated as general partner

(1) After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under KRS 362.2-951 to 362.2-963, or merged out of existence under KRS 362.2-951 to 362.2-963, the limited partnership is bound by an act of the person only if:

(a) The act would have bound the limited partnership under KRS 362.2-402 before the dissociation; and

(b) At the time the other party enters into the transaction:

1. Less than two (2) years has passed since the dissociation; and

2. The other party does not have notice of the dissociation and reasonably believes that the person is a general partner.

(2) If a limited partnership is bound under subsection (1) of this section, then the person dissociated as a general partner is liable:

(a) To the limited partnership for any damage caused to the limited partnership arising from that obligation; and

(b) If a general partner or another person dissociated as a general partner is liable for that obligation, to that general partner or other person for any damage caused to that general partner or other person arising from that liability.

Source notes

Effective: July 12, 2006

History and annotations

Created 2006 Ky. Acts ch. 149, sec. 143, effective July 12, 2006.

Official source for this version

Source captured 2026-09-25. Open the official source.

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