South Carolina Code 33-42-410. Admission of additional limited partners
(1) the date the original certificate of limited partnership is filed; or
Terms Used In South Carolina Code 33-42-410
- Certificate of limited partnership: means the certificate referred to in § 33-42-210, any certificate of limited partnership filed with the office of the Secretary of State in connection with the formation of a limited partnership under any applicable statute of this State prior to the effective date of this chapter, and any such certificate as amended, or restated. See South Carolina Code 33-42-20
- Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See South Carolina Code 33-42-20
- Partner: means a limited or general partner. See South Carolina Code 33-42-20
- 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 South Carolina Code 33-42-20
- 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 South Carolina Code 33-42-20
- Person: means a natural person, partnership, limited partnership (domestic or foreign), trust, estate, association, or corporation. See South Carolina Code 33-42-20
(2) the date stated in the records of the limited partnership as the date that person becomes a limited partner.
(b) After the filing of a limited partnership’s original certificate of limited partnership, a person may be admitted as an additional limited partner:
(1) in the case of a person acquiring a partnership interest directly from the limited partnership, upon the compliance with the partnership agreement or, if the partnership agreement does not provide, upon the written consent of all partners; and
(2) in the case of an assignee of a partnership interest of a partner who has the power, as provided in § 33-42-1240, 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.