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Kentucky · Snapshot 09/05/2026

KRS 362.2-404: General partner's liability.

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Where this section sits in the code

    (1) Except as otherwise provided in subsections (2) and (3) of this section, 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 admitted as a general partner into an existing limited partnership is not

    personally liable for any limited partnership obligation incurred before the person's

    admission as a general partner.

    (3) An obligation of a limited partnership arising out of or related to c ircumstances or

    events occurring or 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 indemnification, contribution, assessment, 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 KRS 362.2-406(2)(b).

    (4) Subsection (3) of this section shall not affect the liability of a general partner for his

    or her own negligence, wrongful acts, or misconduct.

    Collected 2026-09-05T20:58:58Z. Source file · JSON

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