Terms Used In New Jersey Statutes 42:2A-25

  • Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See New Jersey Statutes 42:2A-5
  • Partner: means a limited or general partner. See New Jersey Statutes 42:2A-5
  • 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 agreement: means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business. See New Jersey Statutes 42:2A-5
  • Partnership interest: means a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets. See New Jersey Statutes 42:2A-5
  • Person: means a natural person, partnership, limited partnership (domestic or foreign), limited liability company or other limited liability entity, trust, estate, association, or corporation. See New Jersey Statutes 42:2A-5
Admission of additional limited partners. After the filing of a limited partnership‘s original certificate of limited partnership, a person may be admitted as an additional limited partner:

a. In the case of a person acquiring a partnership interest directly from the limited partnership, upon compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners; or

b. In the case of an assignee of a partnership interest of a partner who has the power, as provided in section 48 of P.L. 1983, c. 489 (C. 42:2A-49), to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.

L. 1983, c. 489, s. 24; amended 1988,c.130,s.12.