- (a) A limited partnership may be converted to a partnership pursuant to this section.
- (b) Notwithstanding a provision to the contrary in a limited partnership agreement, the terms and conditions of a conversion of a limited partnership to a partnership must be approved by all of the partners.
- (c) After the conversion is approved by the partners, the limited partnership shall cancel its certificate of limited partnership.
- (d) The conversion takes effect when the certificate of limited partnership is canceled.
- (e) A limited partner who becomes a general partner as a result of the conversion remains liable only as a limited partner for an obligation incurred by the limited partnership before the conversion takes effect. Except as otherwise provided in § 48-7A-306, the partner is liable as a general partner for an obligation of the partnership incurred after the conversion takes effect.
Source: SL 2001, ch 249 , § 903.