67-246. Liability for false statement in certificate; general partner; failure to file; liability.

214 words·~1 min read·/ne/chapter-67/67-246

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)If any certificate of limited partnership or certificate of amendment or cancellation contains a false statement, one who suffers loss by reasonable reliance on the statement may recover damages for the loss from:

(1)Any general partner who knew or should have known the statement to be false at the time the certificate was executed; and

(2)Any general partner who thereafter knows that any arrangement or other fact described in the certificate is false in any material respect or has changed, making the statement false in any material respect, if the general partner had sufficient time to cancel or amend the certificate or to file a petition for its cancellation or amendment under section 67-244 before the statement was reasonably relied upon.

(b)No general partner shall have any liability for failing to cause the amendment or cancellation of a certificate to be filed or for failing to file a petition for its amendment or cancellation pursuant to subsection

(a)of this section if the certificate of amendment, certificate of cancellation, or petition is filed within ninety days of the day when such general partner knew or should have known, to the extent provided in subsection

(a)of this section, that the statement in the certificate was false in any material respect.