California § 15903.06 - Except as otherwise provided in subdivision (b), a person that makes an investmen

Full text of California Public Contract Code - PCC § 15903.06 — Except as otherwise provided in subdivision (b), a person that makes an investmen, with citation guidance and answers to common questions.

§ 15903.06. Except as otherwise provided in subdivision (b), a person that makes an investmen

(a) Except as otherwise provided in subdivision (b), a person that makes an investment in a business enterprise and erroneously but in good faith believes that the person has become a limited partner in the enterprise is not liable for the enterprise’s obligations by reason of making the investment, receiving distributions from the enterprise, or exercising any rights of or appropriate to a limited partner, if, on ascertaining the mistake, the person: (1) causes an appropriate certificate of limited partnership, amendment, or certificate of correction to be signed and delivered to the Secretary of State for filing; or (2) withdraws from future participation as an owner in the enterprise by signing and delivering to and on a form prescribed by the Secretary of State for filing a certificate of withdrawal containing the name of the limited partnership and the Secretary of State’s file number of the limited partnership under this section. (b) A person that makes an investment described in subdivision (a) is liable to the same extent as a general partner to any third party that enters into a transaction with the enterprise, believing in good faith that the person is a general partner, before the Secretary of State files a certificate of withdrawal, certificate of limited partnership, amendment, or certificate of correction to show that the person is not a general partner. (c) If a person makes a diligent effort in good faith to comply with paragraph (1) of subdivision (a) and is unable to cause the appropriate certificate of limited partnership, amendment, or certificate of correction to be signed and delivered to the Secretary of State for filing, the person has the right to withdraw from the enterprise pursuant to paragraph (2) of subdivision (a) even if the withdrawal would otherwise breach an agreement with others that are or have agreed to become co-owners of the enterprise.

Source: official California text · Last verified 2026-08-27

Frequently Asked Questions About California § 15903.06

What does Public Contract Code - PCC § 15903.06 cover?

Section 15903.06 ("Except as otherwise provided in subdivision (b), a person that makes an investmen") is part of the Public Contract Code - PCC, the codified statutory law of California. It sets out the legal rule or procedure described in the text above. Statutes are amended regularly, so always verify against the official source.

How do I cite California § 15903.06?

A common citation format is "Public Contract Code - PCC § 15903.06" (California). Legal writing may require the code abbreviation, section number, and year or edition. Match the style required by your court, professor, or publisher.

Is this the official text of California law?

No. This page is for research and education and may not include the most recent amendments. For official current law, check the California official source linked on this page or consult a licensed California attorney.

How does California § 15903.06 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in California can advise on how this section applies to you. Contact your state or local bar association for a referral.

Sources & Verification

Not legal advice. Verify against the official source and consult a licensed attorney in California.