New Mexico Statutes 54-2A-602. Effect of dissociation as limited partner
A. Upon a person’s dissociation as a limited partner:
Terms Used In New Mexico Statutes 54-2A-602
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- 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.
(1) subject to Section 704 [54-2A-704 N.M. Stat. Ann.] of the Uniform Revised Limited Partnership Act, the person does not have further rights as a limited partner;
(2) the person’s obligation of good faith and fair dealing as a limited partner pursuant to Subsection B of Section 305 [54-2A-305 N.M. Stat. Ann.] of the Uniform Revised Limited Partnership Act continues only as to matters arising and events occurring before the dissociation; and
(3) subject to Section 704 [54-2A-704 N.M. Stat. Ann.] and Article 11 [54-2A- 1101 NMSA 1978] of the Uniform Revised Limited Partnership Act, any transferable interest owned by the person in the person’s capacity as a limited partner immediately before dissociation is owned by the person as a mere transferee.
B. A person’s dissociation as a limited partner does not of itself discharge the person from any obligation to the limited partnership or the other partners that the person incurred while a limited partner.