Section 121-301. Admission of limited partners  


Latest version.
  • (a) A person becomes a
      limited partner on the later of:
        (1)  the  effective  date  of  the  original  certificate  of  limited
      partnership; or
        (2) the date as of which the person becomes a limited partner pursuant
      to  the  partnership  agreement; provided, however, that if such date is
      not ascertainable, the  date  stated  in  the  records  of  the  limited
      partnership.
        (b)  After  the  effective  date  of  a limited partnership's original
      certificate of limited partnership,  a  person  may  be  admitted  as  a
      limited partner:
        (1)  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; and
        (2)  in the case of an assignee of a partnership interest of a partner
      who has the power, as provided in section 121-704 of  this  article,  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.