Minnesota § 321.0305 - LIMITED DUTIES OF LIMITED PARTNERS

Full text of Minnesota Minnesota Statutes § 321.0305 — LIMITED DUTIES OF LIMITED PARTNERS, with citation guidance and answers to common questions.

§ 321.0305. LIMITED DUTIES OF LIMITED PARTNERS

(a) A limited partner does not have any fiduciary duty to the limited partnership or to any other partner solely by reason of being a limited partner.

(b) A limited partner shall discharge the duties to the partnership and the other partners under this chapter or under the partnership agreement and exercise any rights consistently with the obligation of good faith and fair dealing.

(c) A limited partner does not violate a duty or obligation under this chapter or under the partnership agreement merely because the limited partner's conduct furthers the limited partner's own interest.

History:

2004 c 199 art 3 s 32

Official Publication of the State of Minnesota
Revisor of Statutes

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

Frequently Asked Questions About Minnesota § 321.0305

What does Minnesota Statutes § 321.0305 cover?

Section 321.0305 ("LIMITED DUTIES OF LIMITED PARTNERS") is part of the Minnesota Statutes, the codified statutory law of Minnesota. 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 Minnesota § 321.0305?

A common citation format is "Minnesota Statutes § 321.0305" (Minnesota). 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 Minnesota law?

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

How does Minnesota § 321.0305 apply to my situation?

Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Minnesota 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 Minnesota.