Last Updated July 23, 2012
Enactments through the 2012 Extraordinary Session
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Terms & Conditions
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KRS Chapter 362.02
Terms & Conditions
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Actions by Partners
.1001 Direct actions by partner.
.1002 Derivative action.
.1003 Proper plaintiff.
.1005 Proceeds and expenses.
.102 Definitions for subchapter.
.103 Knowledge and notice.
.104 Nature, purpose, and duration of entity.
.105 Powers of limited partnership.
.106 Governing law.
.107 Supplemental principles of law -- Rate of interest.
.108 Name of limited partnership.
.109 Repealed, 2011.
.110 Effect of partnership agreement -- Nonwaivable provisions.
Conversion and Merger
.1101 Definitions for KRS 362.2-1101 to 362.2-1113.
.1103 Action on plan of conversion by converting limited partnership.
.1104 Filings required for conversion -- Effective date.
.1105 Effect of conversion.
.1107 Action on plan of merger by constituent limited partnership.
.1108 Filings required for merger -- Effective date.
.1109 Effect of merger.
.111 Required information.
.1110 Restrictions on approval of conversions and mergers and on relinquishing LLLP status.
.1111 Liability of general partner after conversion or merger.
.1112 Power of general partners and persons dissociated as general partners to bind organization after conversion or merger.
.1113 Article not exclusive.
.112 Business transactions of partner with partnership.
.113 Dual capacity.
.114 Office and agent for service of process.
Formation Certificate of Limited
.115 Change of designated office or agent for service of process.
.116 Repealed, 2011.
.117 Repealed, 2011.
.118 Consent and proxies of partners.
.119 Repealed, 2011.
.120 Repealed, 2011.
.1201 Uniformity of application and construction.
.1202 Severability clause.
.1203 Electronic signatures.
.1204 Effect on limited partnerships formed prior to July 15, 1988.
.1205 Effective date.
.1206 Savings clause.
.1207 Short title for Subchapter 2 of KRS Chapter 362.
.121 Requirements for documents to be filed with the Secretary of State.
.122 Fees for filing documents with Secretary of State.
.123 Repealed, 2011.
.124 Repealed, 2011.
.125 Repealed, 2011.
.201 Formation of limited partnership -- Certificate of limited partnership.
.202 Amendment or restatement of certificate.
.203 Statement of cancellation.
.204 Signing of records.
.205 Signing and filing by judicial act.
.206 Delivery to and filing of records by the Secretary of State.
.207 Repealed, 2011.
.208 Liability for false information in record.
.209 Repealed, 2011.
.210 Annual report for Secretary of State.
.301 Admission of limited partner.
.302 No right or power as limited partner to bind limited partnership.
.303 No liability as limited partner for limited partnership.
.304 Right to information of limited partner and formed limited partner.
.305 Limited duties of limited partners.
.306 Person erroneously believing self limited partner.
.401 Admission of general partner.
.402 General partner agent of limited partnership.
.403 Limited partnership liable for general partner's actionable conduct.
.404 General partner's liability.
.405 Actions by and against partnership and partners.
.406 Management rights of general partner.
.407 Right to information of general partner and former general partner.
.408 General standards of general partner's conduct.
Contributions and Distributions
.501 Form of contribution.
.502 Liability for contribution.
.503 Sharing of distributions.
.504 Interim distributions.
.505 No distribution on account of dissociation.
.506 Distribution in kind.
.507 Right to distribution.
.508 Limitations on distribution.
.509 Liability for improper distributions.
.601 Dissociation as limited partner.
.602 Effect of dissociation as limited partner.
.603 Dissociation as general partner.
.604 Person's power to dissociate as general partner -- Wrongful dissociation.
.605 Effect of dissociation as general partner.
.606 Power to bind and liability to partnership before dissolution of person dissociated as general partner.
.607 Liability to other persons of person dissociated as general partner.
Transferable Interests and Rights
.701 Partner's transferable interest.
.702 Transfer of partner's transferable interest.
.703 Partner's transferable interest subject to charging order.
.704 Power of estate of deceased partner.
.801 Nonjudicial dissolution.
.802 Judicial dissolution.
.803 Winding up.
.804 Power of general partner and person dissociated as general partner to bind partnership after dissolution.
.805 Liability after dissolution of general partner and person dissociated as general partner to limited partnership, other general partners, and persons dissociated as general partner.
.806 Known claims against dissolved limited partnership.
.807 Other claims against dissolved limited partnership.
.808 Liability of general partner and person dissociated as general partner when claim against limited partnership barred.
.809 Repealed, 2011.
.810 Repealed, 2011.
.811 Repealed, 2011.
.812 Disposition of assets -- When contributions required.
Foreign Limited Partnerships
.901 Governing law.
.902 Repealed, 2011.
.903 Repealed, 2011.
.904 Repealed, 2011.
.905 Repealed, 2011.
.906 Repealed, 2011.
.907 Repealed, 2011.
.908 Repealed, 2011.
.909 Repealed, 2011.
.910 Action by Attorney General.