Iowa Code § 488.404: General partner’s liability.
Where this section sits in the code
- Title XII - BUSINESS ENTITIES (Ch. 486 - 504C)
- Chapter 488 - UNIFORM LIMITED PARTNERSHIP ACT
- Article 4 - GENERAL PARTNERS
1. Except as otherwise provided in subsections 2 and 3, all general partners are liable jointly and severally for all obligations of the limited partnership unless otherwise agreed by the claimant or provided by law.
2. A person that becomes a general partner of an existing limited partnership is not personally liable for an obligation of a limited partnership incurred before the person became a general partner.
3. An obligation of a limited partnership incurred while the limited partnership is a limited liability limited partnership, whether arising in contract, tort, or otherwise, is solely the obligation of the limited partnership. A general partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for such an obligation solely by reason of being or acting as a general partner. This subsection applies despite anything inconsistent in the partnership agreement that existed immediately before the consent required to become a limited liability limited partnership under section 488.406, subsection 2, paragraph “b”.
Collected 2026-09-14T19:40:12Z. Source file · JSON