(1)  A person becomes a general partner:

Terms Used In Utah Code 48-2e-401

  • General partner: means a person that:
(a) has become a general partner under Section 48-2e-401 or was a general partner in a limited partnership when the limited partnership became subject to this chapter under Section 48-2e-1205; and
(b) has not dissociated as a general partner under Section 48-2e-603. See Utah Code 48-2e-102
  • Limited partnership: means an entity formed under this chapter or which becomes subject to this chapter under Part 11, Merger, Interest Exchange, Conversion, and Domestication, or Section 48-2e-1205. See Utah Code 48-2e-102
  • Partner: means a limited partner or general partner. See Utah Code 48-2e-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 agreement: means the agreement, whether or not referred to as a partnership agreement, and whether oral, implied, in a record, or in any combination thereof, of all the partners of a limited partnership concerning the matters described in Subsection 48-2e-112(1). See Utah Code 48-2e-102
  • Person: means an individual, business corporation, nonprofit corporation, partnership, limited partnership, limited liability company, limited cooperative association, unincorporated nonprofit association, statutory trust, business trust, common-law business trust, estate, trust, association, joint venture, public corporation, government or governmental subdivision, agency, or instrumentality, or any other legal or commercial entity. See Utah Code 48-2e-102
  • Transferable interest: means the right, as initially owned by a person in the person's capacity as a partner, to receive distributions from a limited partnership in accordance with the partnership agreement, whether or not the person remains a partner or continues to own any part of the right. See Utah Code 48-2e-102
  • (a)  upon formation of a limited partnership, as agreed among the persons that are to be the initial partners; and

    (b)  after formation:

    (i)  as provided in the partnership agreement;

    (ii)  under Subsection 48-2e-801(1)(c)(ii) following the dissociation of a limited partnership‘s last general partner;

    (iii)  as the result of a transaction effective under Part 11, Merger, Interest Exchange, Conversion, and Domestication; or

    (iv)  with the affirmative vote or consent of all the partners.

    (2)  A person may become a general partner without:

    (a)  acquiring a transferable interest; or

    (b)  making or being obligated to make a contribution to the limited partnership.

    Enacted by Chapter 412, 2013 General Session