N.Y. Partnership Law Section 96
Limited partner not liable to creditors


A limited partner shall not become liable as a general partner unless, in addition to the exercise of his rights and powers as a limited partner, he takes part in the control of the business; and the exercise of the rights and powers granted by subdivision three of § 99 (Rights of a limited partner)section ninety-nine of this chapter shall not constitute taking part in the control of the business. The commencement of or other participation by a limited partner in an action brought pursuant to § 115-A (Limited partners’ derivative action brought in the right of a limited partnership to procure a judgment in its favor)section one hundred fifteen-a of this article shall not be deemed to be a taking part in the control of the business within the meaning of this section.

Source: Section 96 — Limited partner not liable to creditors, https://www.­nysenate.­gov/legislation/laws/PTR/96 (updated Sep. 22, 2014; accessed Jul. 6, 2024).

90
Limited partnership defined
91
Formation
92
Business which may be carried on
93
Character of limited partner’s contribution
94
Name not to contain surname of limited partner
95
Liability for false statements in certificate
96
Limited partner not liable to creditors
97
Admission of additional limited partners
98
Rights, powers and liabilities of a general partner
99
Rights of a limited partner
100
Status of person erroneously believing himself a limited partner
101
One person both general and limited partner
102
Loans and other business transactions with limited partner
103
Relation of limited partners inter se
104
Compensation of limited partner
105
Withdrawal or reduction of limited partner’s contribution
106
Liability of limited partner to partnership
107
Nature of interest in partnership
108
Assignment of interest
109
Effect of retirement, death or insanity of a general partner
110
Death of limited partner
111
Rights of creditors of limited partner
112
Distribution of assets
113
Certificate cancelled or amended
114
Requirements for amendment or cancellation
115
Parties to actions
115‑A
Limited partners’ derivative action brought in the right of a limited partnership to procure a judgment in its favor
115‑B
Security for expenses in limited partners’ derivative action brought in the right of the limited partnership to procure a judgment in its...
115‑C
Indemnification of general partner in actions in the right of a limited partnership to procure a judgment in its favor
116
Short title
117
Rules of construction
118
Rules for cases not covered
119
Existing limited partnerships

Accessed:
Jul. 6, 2024

Last modified:
Sep. 22, 2014

§ 96’s source at nysenate​.gov

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