{"data":{"id":"us-wa/rcw-25.10.796","jurisdiction":"us-wa","citation":"RCW 25.10.796","heading":"Restrictions on approval of conversions and mergers and on relinquishing LLLP status.","body":"(1) If a partner of a converting or constituent limited partnership will have personal liability with respect to a converted or surviving organization, approval and amendment of a plan of conversion or merger are ineffective without the consent of the partner, unless:\n(a) The limited partnership's partnership agreement provides for the approval of the conversion or merger with the consent of fewer than all the partners; and\n(b) The partner has consented to the provision of the partnership agreement.\n(2) An amendment to a certificate of limited partnership that deletes a statement that the limited partnership is a limited liability limited partnership is ineffective without the consent of each general partner unless:\n(a) The limited partnership's partnership agreement provides for the amendment with the consent of less than all the general partners; and\n(b) Each general partner that does not consent to the amendment has consented to the provision of the partnership agreement.\n(3) A partner does not give the consent required by subsection (1) or (2) of this section merely by consenting to a provision of the partnership agreement that permits the partnership agreement to be amended with the consent of fewer than all the partners.","path":["Title 25","Chapter 25.10"],"source_url":"https://app.leg.wa.gov/rcw/default.aspx?cite=25.10.796","current_through":"July 15, 2026","vintage":"","retrieved_at":"2026-09-06T01:40:38Z","sha256":"44a1c77c4a917dbfe341fbbe4034aaabe9a5d5c69562518343def8e677f932b8","source_id":"us-wa","stale":false,"prev":"us-wa/rcw-25.10.791","next":"us-wa/rcw-25.10.801"},"notice":"GroundRules: Original legal text. Not legal advice."}