Okla. Stat. tit. 54, § 54-500-306A: Person erroneously believing self to be limited

partner.

PERSON ERRONEOUSLY BELIEVING SELF TO BE LIMITED PARTNER.

(a) Except as otherwise provided in subsection (b) of this

section, a person that makes an investment in a business enterprise

and erroneously but in good faith believes that the person has

become a limited partner in the enterprise is not liable for the

enterprise’s obligations by reason of making the investment,

receiving distributions from the enterprise, or exercising any

rights of or appropriate to a limited partner, if, on ascertaining

the mistake, the person:

(1) causes an appropriate certificate of limited partnership,

amendment, or statement of correction to be signed and delivered to

the Secretary of State for filing; or

(2) withdraws from future participation as an owner in the

enterprise by delivering written notice to the enterprise.

(b) A person that makes an investment described in subsection

(a) of this section is liable to the same extent as a general

partner to any third party that enters into a transaction with the

enterprise, believing in good faith that the person is a general

partner, before the Secretary of State files a certificate of

limited partnership, amendment, or statement of correction to show

that the person is not a general partner or the person delivers

written notice of the person’s withdrawal.

(c) If a person makes a diligent effort in good faith to comply

with paragraph (1) of subsection (a) of this section and is unable

to cause the appropriate certificate of limited partnership,

amendment, or statement of correction to be signed and delivered to

the Secretary of State for filing, the person has the right to

withdraw from the enterprise pursuant to paragraph (2) of subsection

(a) of this section even if the withdrawal would otherwise breach an

agreement with others that are or have agreed to become co-owners of

the enterprise.