New Hampshire Revised Statutes 304-B:17 – Admission of Limited Partners
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I. A person becomes a limited partner:
(a) At the time the limited partnership is formed; or
(b) At any later time specified in the records of the limited partnership for becoming a limited partner.
II. After the filing of a limited partnership’s original certificate of limited partnership, a person may be admitted as an additional limited partner:
(a) In the case of a person acquiring a partnership interest directly from the limited partnership, upon the compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners; and
(b) In the case of an assignee of a partnership interest of a partner who has the power, as provided in N.H. Rev. Stat. § 304-B:42, to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.
(a) At the time the limited partnership is formed; or
Terms Used In New Hampshire Revised Statutes 304-B:17
- Certificate of limited partnership: means the certificate referred to in N. See New Hampshire Revised Statutes 304-B:1
- Limited partner: means a person who has been admitted to a limited partnership as a limited partner in accordance with the partnership agreement. See New Hampshire Revised Statutes 304-B:1
- Limited partnership: and "domestic limited partnership" mean a partnership formed by 2 or more persons under the laws of this state and having one or more general partners and one or more limited partners. See New Hampshire Revised Statutes 304-B:1
- Partner: means a limited or general partner. See New Hampshire Revised Statutes 304-B:1
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Partnership agreement: means any valid agreement, written or oral, of the partners as to the affairs of a limited partnership and the conduct of its business. See New Hampshire Revised Statutes 304-B:1
- Partnership interest: means a partner's share of the profits and losses of a limited partnership and the right to receive distributions of partnership assets. See New Hampshire Revised Statutes 304-B:1
- Person: means a natural person, partnership, limited partnership (domestic or foreign), trust, estate, association, or corporation. See New Hampshire Revised Statutes 304-B:1
(b) At any later time specified in the records of the limited partnership for becoming a limited partner.
II. After the filing of a limited partnership’s original certificate of limited partnership, a person may be admitted as an additional limited partner:
(a) In the case of a person acquiring a partnership interest directly from the limited partnership, upon the compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners; and
(b) In the case of an assignee of a partnership interest of a partner who has the power, as provided in N.H. Rev. Stat. § 304-B:42, to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power.