(1) If a general partner having knowledge of the dissolution causes a limited partnership to incur an obligation under KRS § 362.2-804(1) by an act that is not appropriate for winding up the partnership‘s activities, then the general partner is liable:
(a) To the limited partnership for any damage caused to the limited partnership arising from the obligation; and

Terms Used In Kentucky Statutes 362.2-805

  • General partner: means :
    (a) With respect to a limited partnership, a person that:
    1. See Kentucky Statutes 362.2-102
  • Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
  • Partner: means a limited partner or general partner. See Kentucky Statutes 362.2-102
  • Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
  • Partnership: includes both general and limited partnerships. See Kentucky Statutes 446.010
  • Person: means an individual, corporation, business trust, estate, trust, partnership, limited liability company, association, joint venture, government, governmental subdivision, agency, or instrumentality, or any other legal or commercial entity. See Kentucky Statutes 362.2-102

(b) If another general partner or a person dissociated as a general partner is liable for the obligation, to that other general partner or person for any damage caused to that other general partner or person arising from that liability.
(2) If a person dissociated as a general partner causes a limited partnership to incur an obligation under KRS § 362.2-804(2), then the person is liable:
(a) To the limited partnership for any damage caused to the limited partnership arising from the obligation; and
(b) If a general partner or another person dissociated as a general partner is liable for that obligation, then to that general partner or other person for any damage caused to that general partner or other person arising from that liability.
Effective: July 12, 2006
History: Created 2006 Ky. Acts ch. 149, sec. 153, effective July 12, 2006.