Pennsylvania § 8646 - Management rights.
Full text of Pennsylvania Pennsylvania Consolidated Statutes § 8646 — Management rights., with citation guidance and answers to common questions.
§ 8646. Management rights.
(a) General rule.--Each general partner has equal rights in the management and conduct of the limited partnership's activities and affairs. Except as provided in this title, any matter relating to the activities and affairs of the partnership is decided exclusively by the general partner or, if there is more than one general partner, by a majority of the general partners.
(b) Actions requiring unanimous approval.--The affirmative vote or consent of all the partners is required to:
(1) amend the partnership agreement; and
(2) amend the certificate of limited partnership to delete a statement that the limited partnership is a limited liability limited partnership.
(c) Reimbursement of advance.--A limited partnership shall reimburse a general partner for an advance to the partnership beyond the amount of capital the general partner agreed to contribute.
(d) Status of advance.--A payment or advance made by a general partner which gives rise to an obligation of the limited partnership under subsection (c) or section 8648(a) (relating to reimbursement, indemnification, advancement and insurance) constitutes a loan to the partnership which accrues interest from the date of the payment or advance.
(e) No right to remuneration.--A general partner is not entitled to remuneration for services performed for the limited partnership.
(f) Sale of assets.--A sale, lease, exchange or other disposition of all, or substantially all, the property and assets of a limited partnership that is not made in the usual and regular course of the activities and affairs of the partnership must be approved by:
(1) all the general partners; and
(2) limited partners owning the rights to receive a majority of the distributions as limited partners.
(g) Cross reference.--See section 324 (relating to approval by limited partnership).
Cross References. Section 8646 is referred to in section 8648 of this title.
Frequently Asked Questions About Pennsylvania § 8646
What does Pennsylvania Consolidated Statutes § 8646 cover?
Section 8646 ("Management rights.") is part of the Pennsylvania Consolidated Statutes, the codified statutory law of Pennsylvania. 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 Pennsylvania § 8646?
A common citation format is "Pennsylvania Consolidated Statutes § 8646" (Pennsylvania). 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 Pennsylvania law?
No. This page is for research and education and may not include the most recent amendments. For official current law, check the Pennsylvania official source linked on this page or consult a licensed Pennsylvania attorney.
How does Pennsylvania § 8646 apply to my situation?
Statutes are interpreted in context, and application depends on your specific facts. Only a licensed attorney in Pennsylvania 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 Pennsylvania.