§ 23-16-3-8 — Liability for false statement in certificate

Indiana § 23-16-3-8

• Jurisdiction: Indiana
• Title 23: BUSINESS AND OTHER ASSOCIATIONS
• Art. 16: LIMITED PARTNERSHIPS
• Ch. 3: Formation and Certificate of Limited Partnership

Text

(a) Except as provided in subsection (b), if any
certificate of limited partnership or certificate of amendment or
cancellation contains a materially false statement, a person 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:
(A) after the execution of the certificate, but at least sixty (60)
days before the statement was reasonably relied upon, knew or
should have known that any arrangement or other fact described
in a statement in the certificate had changed, making the
statement inaccurate; and
(B) failed to cancel or amend the certificate or to file a petition
for the cancellation or amendment of the certificate under IC 23-0.5-2 before the statement was reasonably relied upon.
(b) A general partner is not liable for failing to cancel or amend a
certificate or for failing to file a petition for the amendment or
cancellation of a certificate under subsection (a)(2) if a certificate of
amendment, certificate of cancellation, or petition for amendment or
cancellation is filed within sixty (60) days after the general partner
knew or should have known to the extent provided in subsection (a)
that the statement in the certificate was false in any material respect.

Legislative History

As added by P.L.147-1988, SEC.1. Amended by P.L.118-2017, SEC.69.