N.Y. Partnership Law § 99: Rights of a limited partner

§ 99. Rights of a limited partner. (1) A limited partner shall have

the same rights as a general partner to

(a) Have the partnership books kept at the principal place of business

of the partnership, and at all times to inspect and copy any of them.

(b) Have on demand true and full information of all things affecting

the partnership, and a formal account of partnership affairs whenever

circumstances render it just and reasonable, and

(c) Have dissolution and winding up by decree of court.

(2) A limited partner shall have the right to receive a share of the

profits or other compensation by way of income, and to the return of his

contribution as provided in sections one hundred and four and one

hundred and five of this article.

(3) When the limited partnership is qualified as an investment company

under the Investment Company Act of 1940, the limited partner shall have

the right to vote: (a) in the election of directors or trustees of the

investment company; (b) to approve or terminate investment advisory or

underwriting contracts; (c) for approval of auditors; and (d) any other

matters that the Investment Company Act of 1940 requires to be approved

by the holders of beneficial interests in the investment company.