{"data":{"id":"us-ok/okla.-stat.-tit.-54-54-500-306a","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 54, § 54-500-306A","heading":"Person erroneously believing self to be limited","body":"partner.\n\nPERSON ERRONEOUSLY BELIEVING SELF TO BE LIMITED PARTNER.\n\n(a) Except as otherwise provided in subsection (b) of this\n\nsection, a person that makes an investment in a business enterprise\n\nand erroneously but in good faith believes that the person has\n\nbecome a limited partner in the enterprise is not liable for the\n\nenterprise’s obligations by reason of making the investment,\n\nreceiving distributions from the enterprise, or exercising any\n\nrights of or appropriate to a limited partner, if, on ascertaining\n\nthe mistake, the person:\n\n(1) causes an appropriate certificate of limited partnership,\n\namendment, or statement of correction to be signed and delivered to\n\nthe Secretary of State for filing; or\n\n(2) withdraws from future participation as an owner in the\n\nenterprise by delivering written notice to the enterprise.\n\n(b) A person that makes an investment described in subsection\n\n(a) of this section is liable to the same extent as a general\n\npartner to any third party that enters into a transaction with the\n\nenterprise, believing in good faith that the person is a general\n\npartner, before the Secretary of State files a certificate of\n\nlimited partnership, amendment, or statement of correction to show\n\nthat the person is not a general partner or the person delivers\n\nwritten notice of the person’s withdrawal.\n\n(c) If a person makes a diligent effort in good faith to comply\n\nwith paragraph (1) of subsection (a) of this section and is unable\n\nto cause the appropriate certificate of limited partnership,\n\namendment, or statement of correction to be signed and delivered to\n\nthe Secretary of State for filing, the person has the right to\n\nwithdraw from the enterprise pursuant to paragraph (2) of subsection\n\n(a) of this section even if the withdrawal would otherwise breach an\n\nagreement with others that are or have agreed to become co-owners of\n\nthe enterprise.","path":["OK Code","Title 54"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"d1c1447eaea6106af86e3d4775225ee3b73a004c0d235810e95138b43ca3ea75","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-54-54-500-305a","next":"us-ok/okla.-stat.-tit.-54-54-500-401a"},"notice":"GroundRules: Original legal text. Not legal advice."}