N.Y. Partnership Law Section 99
Rights of a limited partner


(1)

A limited partner shall have the same rights as a general partner to (a) Have the partnership books kept at the principal place of business of the partnership, and at all times to inspect and copy any of them.

(b)

Have on demand true and full information of all things affecting the partnership, and a formal account of partnership affairs whenever circumstances render it just and reasonable, and

(c)

Have dissolution and winding up by decree of court.

(2)

A limited partner shall have the right to receive a share of the profits or other compensation by way of income, and to the return of his contribution as provided in sections one hundred and four and one hundred and five of this article.

(3)

When the limited partnership is qualified as an investment company under the Investment Company Act of 1940, the limited partner shall have the right to vote:

(a)

in the election of directors or trustees of the investment company;

(b)

to approve or terminate investment advisory or underwriting contracts;

(c)

for approval of auditors; and

(d)

any other matters that the Investment Company Act of 1940 requires to be approved by the holders of beneficial interests in the investment company.

Source: Section 99 — Rights of a limited partner, https://www.­nysenate.­gov/legislation/laws/PTR/99 (updated Sep. 22, 2014; accessed Dec. 21, 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:
Dec. 21, 2024

Last modified:
Sep. 22, 2014

§ 99’s source at nysenate​.gov

Link Style