{"data":{"id":"us-dc/d.c.-code-29-710.08","jurisdiction":"us-dc","citation":"D.C. Code § 29-710.08","heading":"Power of general partners and persons dissociated as general partners to bind limited partnership after merger.","body":"(a)\nAn act of a person that immediately before a merger became effective was a general partner in a constituent limited partnership shall bind the surviving limited partnership after the merger becomes effective if:\n(1)\nBefore the merger became effective, the act would have bound the constituent limited partnership under § 29-704.02; and\n(2)\nAt the time the third party enters into the transaction, the third party:\n(A)\nDoes not have notice of the merger; and\n(B)\nReasonably believes that the surviving business is the constituent limited partnership and that the person is a general partner in the constituent limited partnership.\n\n(b)\nAn act of a person that before a merger became effective was dissociated as a general partner from a constituent limited partnership shall bind the surviving limited partnership after the merger becomes effective if:\n(1)\nBefore the merger became effective, the act would have bound the constituent limited partnership under § 29-704.02 if the person had been a general partner; and\n(2)\nAt the time the third party enters into the transaction, less than 2 years have passed since the person dissociated as a general partner and the third party:\n(A)\nDoes not have notice of the dissociation;\n(B)\nDoes not have notice of the merger; and\n(C)\nReasonably believes that the surviving limited partnership is the constituent limited partnership and that the person is a general partner in the constituent limited partnership.\n\n(c)\nIf a person having knowledge of the merger causes a surviving limited partnership to incur an obligation under subsection (a) or (b) of this section, the person shall be liable:\n(1)\nTo the surviving limited partnership for any damage caused to the surviving limited partnership arising from the obligation; and\n(2)\nIf another person is liable for the obligation, to that other person for any damage caused to that other person arising from that liability.","path":["Title 29. Business Organizations. [Enacted title]","Chapter 7. Limited Partnerships.","Subchapter X. Merger."],"source_url":"https://code.dccouncil.gov/us/dc/council/code/sections/29-710.08","current_through":"2026-08-20 (D.C. Law 26-175)","vintage":"","retrieved_at":"2026-08-29T05:44:07Z","sha256":"bcc287ae74d2891417a7fc3dfc12af60bb8edf85f3c60b3023e9dbf1d5627e44","source_id":"us-dc","stale":false,"prev":"us-dc/d.c.-code-29-710.07","next":"us-dc/d.c.-code-29-711.01"},"notice":"GroundRules: Original legal text. Not legal advice."}