{"data":{"id":"us-ky/krs-362.439","jurisdiction":"us-ky","citation":"KRS 362.439","heading":"Liability of person erroneously believing to be a limited partner.","body":"(1) Except as provided in subsection (2) of this section, a person who makes a\ncontribution to a business enterprise and erroneously, but in good faith, believes that\nhe has become a limited partner in the enterprise shall not be a general partner in the\nenterprise and shall not be bound by its obligations by reason of making the\ncontribution, receiving distributions from the enterprise, or exercising any rights of\na limited partner, if, within a reasonable time after ascertaining the mistake he:\n(a) Causes an appropriate certificate of limited partnership or a certificate of\namendment to be executed and filed; or\n(b) Withdraws from future equity participation in the enterprise by executing and\nfiling with the Secretary of State a certificate declaring withdrawa l under this\nsection.\n(2) A person who makes a contribution of the kind described in subsection (1) of this\nsection shall be liable as a general partner to any third party who transacts business\nwith the enterprise before the person withdraws and an approp riate certificate is\nfiled to show withdrawal or before an appropriate certificate is filed to show that the\nperson is not a general partner, but in either case, only if the third party actually\nbelieved in good faith that the person was a general partner at the time of the\ntransaction.","path":["KRS Chapter 362"],"source_url":"https://apps.legislature.ky.gov/law/statutes/statute.aspx?id=34353","current_through":"Includes enactments through the 2026 Regular Session","vintage":"09/05/2026","retrieved_at":"2026-09-05T20:58:55Z","sha256":"ac56decac7ee6a3413779381db4ec615b2b5d4594cd0c1bc557ffe391c0f4a7d","source_id":"us-ky","stale":false,"prev":"us-ky/krs-362.437","next":"us-ky/krs-362.440"},"notice":"GroundRules: Original legal text. Not legal advice."}