Tex. Business Organizations Code § 153.106
ERRONEOUS BELIEF OF CONTRIBUTOR BEING LIMITED PARTNER
Texas · Texas Business Organizations Code · Status: effective
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- Citation
- Tex. Business Organizations Code § 153.106, ERRONEOUS BELIEF OF CONTRIBUTOR BEING LIMITED PARTNER, Texas, version 1 as recorded 2026-07-09, yourstate.us, https://yourstate.us/provision/584101
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Full text
Except as provided by Section 153.109, a person who erroneously but in good faith believes that the person has made a contribution to and has become a limited partner in a limited partnership is not liable as a general partner or otherwise obligated because of making or attempting to make the contribution, receiving distributions from the partnership, or exercising the rights of a limited partner if, within a reasonable time after ascertaining the mistake, the person:
(1) causes an appropriate certificate of formation or certificate of amendment to be signed and filed;
(2) files or causes to be filed with the secretary of state a written statement in accordance with Section 153.107; or
(3) withdraws from participation in future profits of the enterprise by executing and filing with the secretary of state a certificate declaring the person's withdrawal under this section.