§ 15908.05
185 words·~1 min read·
/ca/corporations-code/15908-05A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
(a)If a general partner having knowledge of the dissolution causes a limited partnership to incur an obligation under subdivision
(a)of Section 15908.04 by an act that is not appropriate for winding up the partnership’s activities, the general partner is liable:
(1)to the limited partnership for any damage caused to the limited partnership arising from the obligation; and
(2)if another general partner or a person dissociated as a general partner is liable for the obligation, to that other general partner or person for any damage caused to that other general partner or person arising from the liability.
(b)If a person dissociated as a general partner causes a limited partnership to incur an obligation under subdivision
(b)of Section 15908.04, the person is liable:
(1)to the limited partnership for any damage caused to the limited partnership arising from the obligation; and
(2)if a general partner or another person dissociated as a general partner is liable for the obligation, to the general partner or other person for any damage caused to the general partner or other person arising from the liability.