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Oklahoma · Snapshot open-us-law v2026.08, retrieved 2026-09-14

Okla. Stat. tit. 54, § 54-500-605A: Effect of dissociation as general partner

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  1. OK Code
  2. Title 54

EFFECT OF DISSOCIATION AS GENERAL PARTNER.

(a) Upon a person’s dissociation as a general partner:

(1) the person’s right to participate as a general partner in

the management and conduct of the partnership’s activities

terminates;

(2) the person’s duty of loyalty as a general partner under

paragraph (3) of subsection (b) of Section 42 of this act

terminates;

(3) the person’s duty of loyalty as a general partner under

paragraphs (1) and (2) of subsection (b) of Section 42 of this act

and duty of care under subsection (c) of Section 42 of this act

continue only with regard to matters arising and events occurring

before the person’s dissociation as a general partner;

(4) the person may sign and deliver to the Secretary of State

for filing a statement of dissociation pertaining to the person and,

at the request of the limited partnership, shall sign an amendment

to the certificate of limited partnership which states that the

person has dissociated; and

(5) subject to Section 62 of this act and Article 11 of this

act, any transferable interest owned by the person immediately

before dissociation in the person’s capacity as a general partner is

owned by the person as a mere transferee.

(b) A person’s dissociation as a general partner does not of

itself discharge the person from any obligation to the limited

partnership or the other partners which the person incurred while a

general partner.

Collected 2026-09-14T18:32:36Z. Source file · JSON

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