(a) Upon a person’s dissociation as a general partner:
         (1) the person’s right to participate as a general
    
partner in the management and conduct of the partnership‘s activities terminates;
        (2) except as provided in clause (3), the person’s
    
fiduciary duties as a general partner terminate;
        (3) the person’s duty of loyalty as a general partner
    
under Section 408(b)(1) and (2) and duty of care under Section 408(c) continue only with regard to matters arising and events occurring before the person’s dissociation as a general partner;
        (4) the person may sign and deliver to the Secretary
    
of State for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership which states that the person has dissociated; and
        (5) subject to Section 704 and Article 11, any
    
transferable interest owned by the person immediately before dissociation in the person’s capacity as a general partner is owned by the person as a mere transferee.
    (b) A person’s dissociation as a general partner does not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a general partner.

Terms Used In Illinois Compiled Statutes 805 ILCS 215/605

  • Amendment: A proposal to alter the text of a pending bill or other measure by striking out some of it, by inserting new language, or both. Before an amendment becomes part of the measure, thelegislature must agree to it.
  • 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.
  • 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.
  • State: when applied to different parts of the United States, may be construed to include the District of Columbia and the several territories, and the words "United States" may be construed to include the said district and territories. See Illinois Compiled Statutes 5 ILCS 70/1.14
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