Pennsylvania Consolidated Statutes

CORPORATIONS AND UNINCORPORATED ASSOCIATIONS (TITLE 15)

PART III. PARTNERSHIPS AND LIMITED LIABILITY COMPANIES


CHAPTER 85. LIMITED PARTNERSHIPS

SUBCHAPTER A. PRELIMINARY PROVISIONS.
SUBCHAPTER B. FORMATION; CERTIFICATE OF LIMITED PARTNERSHIP.
SUBCHAPTER C. LIMITED PARTNERS.
SUBCHAPTER D. GENERAL PARTNERS.
SUBCHAPTER E. FINANCE.
SUBCHAPTER F. MERGER AND CONSOLIDATION.
SUBCHAPTER G. DISTRIBUTIONS AND WITHDRAWAL.
SUBCHAPTER H. ASSIGNMENT OF PARTNERSHIP INTERESTS.
SUBCHAPTER I. DISSOLUTION.
SUBCHAPTER J. DIVISION.
SUBCHAPTER K. FOREIGN LIMITED PARTNERSHIPS.
SUBCHAPTER L. DERIVATIVE ACTIONS.


SUBCHAPTER A. PRELIMINARY PROVISIONS.

§ 8501. Short title of chapter.
§ 8502. Applicability of chapter to existing limited partnerships.
§ 8503. Definitions.
§ 8504. Rules for cases not provided for in this chapter.
§ 8505. Name.
§ 8506. Registered office.
§ 8507. Records to be kept.
§ 8508. Business that may be carried on.
§ 8509. Business transactions of partner with limited partnership.
§ 8510. Indemnification.

SUBCHAPTER B. FORMATION; CERTIFICATE OF LIMITED PARTNERSHIP.

§ 8511. Certificate of limited partnership.
§ 8512. Amendment of certificte.
§ 8513. Cancellation of certificate.
§ 8514. Execution of certificates.
§ 8515. Execution by judicial act.
§ 8516. Liability for false statement in certificate.
§ 8517. Notice.
§ 8518. Delivery of filed documents to limited partners.
§ 8519. Filing of certificate of summary of record by limited partnerships formed prior to 1976.

SUBCHAPTER C. LIMITED PARTNERS.

§ 8521. Admission of limited partners.
§ 8522. Classes of limited partners.
§ 8523. Liability of limited partners to third parties.
§ 8524. Person erroneously believing himself limited partner.
§ 8525. Information.

SUBCHAPTER D. GENERAL PARTNERS.

§ 8531. Admission of additional general partners.
§ 8532. Events of withdrawal.
§ 8533. General powers and liabilities of general partners.
§ 8534. Contributions by a general partner.
§ 8535. Classes of general partners.

SUBCHAPTER E. FINANCE.

§ 8541. Form of contribution.
§ 8542. Liability for contributions.
§ 8543. Sharing of profits and losses.
§ 8544. Sharing of distributions.

SUBCHAPTER F. MERGER AND CONSOLIDATION.

§ 8545. Merger and consolidation of limited partnerships authorized.
§ 8546. Approval of merger or consolidation.
§ 8547. Certificate of merger or consolidation.
§ 8548. Effective date of merger or consolidation.
§ 8549. Effect of merger or consolidation.

SUBCHAPTER G. DISTRIBUTIONS AND WITHDRAWAL.

§ 8551. Interim distributions.
§ 8552. Voluntary withdrawal of general partner.
§ 8553. Voluntary withdrawal of limited partner.
§ 8554. Distribution upon withdrawal.
§ 8555. Distribution in kind.
§ 8556. Right to distribution.
§ 8557. Limitations on distribution.
§ 8558. Liability upon return of contribution.

SUBCHAPTER H. ASSIGNMENT OF PARTNERSHIP INTERESTS.

§ 8561. Nature of partnership interest.
§ 8562. Assignment of partnership interest.
§ 8563. Rights of creditor.
§ 8564. Right of assignee to become limited partner.
§ 8565. Power of estate of deceased or incompetent partner.

SUBCHAPTER I. DISSOLUTION.

§ 8571. Nonjudicial dissolution.
§ 8572. Judicial dissolution.
§ 8573. Winding up.
§ 8574. Distribution of assets.
§ 8575. Survival of remedies and rights after dissolution.

SUBCHAPTER J. DIVISION.

§ 8576. Division authorized.
§ 8577. Proposal and adoption of plan of division.
§ 8578. Division without approval of limited partners.
§ 8579. Certificate of division.
§ 8580. Effect of division.

SUBCHAPTER K. FOREIGN LIMITED PARTNERSHIPS.

§ 8581. Governing law.
§ 8582. Registration.
§ 8583. Effect of filing.
§ 8584. Name.
§ 8585. Changes and amendments.
§ 8586. Cancellation of registration.
§ 8587. Doing business without registration.
§ 8588. Action by Attorney General.
§ 8589. General power and duties of qualified foreign limited partnerships.
§ 8590. Domestication.

SUBCHAPTER L. DERIVATIVE ACTIONS.

§ 8591. Right of action.
§ 8592. Proper plaintiff.
§ 8593. Pleading.
§ 8594. Expenses.


The complete Pennsylvania Statutes are not yet available on the web. However, selected portions have been made available and can be accessed by CLICKING HERE. These statutes, though available instantaneously over the web, may not be the current law. Court decisions overturning them, later statutes amending them, and a host of other factors come into play when interpreting them. They are provided here as a resource. They should provide some information about the state of the law. However, a competent lawyer, who from other sources will research the law to insure what is current, should always be employed in matters of importance.

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Limited Partnerships / Judiciary@aol.com / last revised May 2000