(1) After the filing of a limited partnership's original certificate of limited partnership, a person may be admitted as an additional limited partner:
(a) In the case of a person acquiring a partnership interest directly from the limited partnership, upon compliance with the partnership agreement or, if the partnership agreement does not so provide, upon the written consent of all partners;
(b) In the case of an assignee of a partnership interest of a partner who has the power, as provided in section 7-62-704, to grant the assignee the right to become a limited partner, upon the exercise of that power and compliance with any conditions limiting the grant or exercise of the power; and
(c) Either upon formation of the limited partnership or thereafter without making a contribution or being obligated to make a contribution to the limited partnership or acquiring a partnership interest, if in either case such admission is pursuant to a written partnership agreement or other writing confirming the admission.
(2) A person becomes a limited partner on the later of:
(a) The date the original certificate of limited partnership is filed in the records of the secretary of state; and
(b) The date reflected in the records of the limited partnership as the date that person becomes a limited partner.
Source: L. 81: Entire article added, p. 440, § 1, effective November 1. L. 86: (2) R&RE, p. 453, § 14, effective July 1. L. 2003: (2)(a) amended, p. 2245, § 133, effective July 1, 2004. L. 2009: (1) amended, (HB 09-1248), ch. 252, p. 1130, § 5, effective May 14.
ANNOTATION
Law reviews. For comment, "The Colorado Changes to the Revised Uniform Limited Partnership Act", see 53 U. Colo. L. Rev. 823 (1982). For article, "Significant Improvements to Colorado's Limited Partnership Act Adopted", see 15 Colo. Law. 1635 (1986).