KRS 362.2-404: General partner's liability.
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