Chapter 56 — PARTNERSHIPS

[Repealed or reserved.]

[Repealed or reserved.]

[Repealed or reserved.]

[Repealed or reserved.]

56-101. History: G.S. 1868, ch. 74. § 1; R.S. 1923, 56-101; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Limited liability not effective against creditors unless they have notice. Medberry v. Soper, 17 Kan. 369. 2. Plaintiff's capacity to sue; statute cited. Grol…

56-102. History: G.S. 1868, ch. 74, § 2; R.S. 1923, 56-102; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Special partner liable only for amount of his special interest. Spalding v. Black, 22 Kan. 55. 2. Person held out as member of partnership responsible to cred…

56-113. History: G.S. 1868, ch. 74, § 13; L. 1875, ch. 120, § 1; R.S. 1923, 56-113; Repealed, L. 1967, ch. 302, § 31; July 1. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session D…

56-114. History: G.S. 1868, ch. 74, § 14; R.S. 1923, 56-114; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Section cited; purpose of statute stated. Spalding v. Black, 22 Kan. 55. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC …

56-115. History: G.S. 1868, ch. 74, § 15; R.S. 1923, 56-115; Repealed, L. 1967, ch. 302, § 31; July 1. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents Archived Schoo…

56-116. History: G.S. 1868, ch. 74, § 16; R.S. 1923, 56-116; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Section cited; purpose of statute stated. Spalding v. Black, 22 Kan. 55. 2. Special partner cannot make partnership liable for his contracts. Land and Cattle…

56-117. History: G.S. 1868, ch. 74, § 17; R.S. 1923, 56-117; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Suit for contribution, when maintainable before justice of the peace. Clarke v. Mills, 36 Kan. 393, 13 P. 569. Previous | Next LEGISLATIVE COORDINATING COUNC…

56-118. History: G.S. 1868, ch. 74, § 18; R.S. 1923, 56-118; Repealed, L. 1967, ch. 302, § 31; July 1. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents Archived Schoo…

56-119. History: G.S. 1868, ch. 74, § 19; R.S. 1923, 56-119; Repealed, L. 1967, ch. 302, § 31; July 1. CASE ANNOTATIONS 1. Section cited; purpose of statute stated. Spalding v. Black, 22 Kan. 55, 61, 62. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archi…

56-122. History: L. 1967, ch. 302, § 1; Repealed, L. 1983, ch. 88, § 76; January 1, 1986. CASE ANNOTATIONS 1. Partnership agreement construed; absent compliance with requirements of act, doubtful that debts and losses could be limited as to third persons. Craig v. Hamilton, 213 K…

56-123. History: L. 1967, ch. 302, § 2; L. 1972, ch. 54, § 21; L. 1978, ch. 86, § 2; Repealed, L. 1983, ch. 88, § 76; January 1, 1986. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived …

56-123a. History: L. 1972, ch. 54, § 22; L. 1973, ch. 220, § 1; L. 1974, ch. 100, § 4; L. 1978, ch. 80, § 8; L. 1981, ch. 224, § 1; L. 1981, ch. 107, § 5; Repealed, L. 1983, ch. 88, § 75; July 1. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC …

56-123b. History: L. 1973, ch. 220, § 2; L. 1975, ch. 288, § 1; L. 1978, ch. 80, § 9; Repealed, L. 1983, ch. 88, § 76; January 1, 1986. CASE ANNOTATIONS 1. Foreign limited partnership is authorized to do business in state on date application is filed with Secretary of State and n…

56-123c. History: L. 1973, ch. 220, § 3; L. 1974, ch. 100, § 5; L. 1981, ch. 224, § 2; L. 1981, ch. 107, § 6; Repealed, L. 1983, ch. 88, § 75; July 1. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF ST…

56-146. History: L. 1967, ch. 302, § 25; L. 1973, ch. 220, § 4; Repealed, L. 1983, ch. 88, § 76; January 1, 1986. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents Arc…

56-1a01. Title of act. K.S.A. 56-1a101 through 56-1a601 may be cited as the Kansas revised uniform limited partnership act. History: L. 1983, ch. 88, § 64; July 1. Law Review and Bar Journal References: "The Kansas Business Entity Transactions Act," Edwin W. Hecker, Jr., 80 J.K.B…

56-1a101. Definitions. As used in the Kansas revised uniform limited partnership act, unless the context otherwise requires: (a) "Certificate of limited partnership" means the certificate referred to in K.S.A. 56-1a151 and amendments thereto and the certificate as amended. (b) "C…

56-1a102. History: L. 1983, ch. 88, § 2; L. 1987, ch. 208, § 2; L. 1988, ch. 195, § 2; L. 1991, ch. 76, § 28; L. 1994, ch. 140, § 13; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents A…

56-1a103. History: L. 1983, ch. 88, § 3; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents Archived School Finance D…

56-1a104. History: L. 1983, ch. 88, § 4; L. 1988, ch. 195, § 3; L. 2007, ch. 81, § 11; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archiv…

56-1a105. History: L. 1983, ch. 88, § 5; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents Archived School Finance D…

56-1a106. Nature of business. A limited partnership may conduct or promote any lawful business or purposes, except as otherwise provided by law of this state, which a partnership without limited partners may conduct or promote. History: L. 1983, ch. 88, § 6; July 1. Previous | Ne…

56-1a107. Business transactions of partner with the partnership. Except as provided in the partnership agreement, a partner may lend money to and transact other business with the limited partnership and, subject to other applicable law, has the same rights and obligations with re…

56-1a108. History: L. 1996, ch. 135, § 1; L. 1999, ch. 41, § 14; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents A…

56-1a151. Certificate of limited partnership; contents; formation of limited partnership at filing of certificate. (a) In order to form a limited partnership, a certificate of limited partnership must be executed and filed in the office of the secretary of state. Such certificate…

56-1a152. Amendment to certificate of limited partnership by certificate of amendment or judicial decree. (a) The certificate of limited partnership may be amended as provided in a certificate of amendment or judicial decree of amendment upon the filing of the certificate of amen…

56-1a153. Cancellation of certificate. A certificate of limited partnership shall be canceled upon the dissolution and the commencement of winding up the affairs of the partnership, at any other time when there are no limited partners or as specified in this act. The certificate …

56-1a154. History: L. 1983, ch. 88, § 11; L. 1987, ch. 208, § 5; L. 1999, ch. 41, § 8; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archiv…

56-1a155. History: L. 1983, ch. 88, § 12; L. 1987, ch. 208, § 6; Repealed, L. 2014, ch. 121, § 46; January 1, 2015. Previous | Next LEGISLATIVE COORDINATING COUNCIL General Policies 2026 Archived LCC Documents Archived LCC Meetings REVISOR OF STATUTES Archived Session Documents A…

56-1a156. History: L. 1983, ch. 88, § 13; L. 2004, ch. 143, § 97; L. 2009, ch. 64, § 4; Repealed, L. 2015, ch. 65, § 24; July 1. Law Review and Bar Journal References: "The Kansas Revised Uniform Partnership Act," Edwin W. Hecker Jr., 68 J.K.B.A. No. 9, 16 (1999). Previous | Next…

56-1a157. Liability for false statement in certificate. (a) If any certificate of limited partnership or certificate of amendment or cancellation contains a materially false statement, one who suffers loss by reliance on the statement may recover damages for the loss from: (1) An…

56-1a158. Notice of limited partnership. The fact that a certificate of limited partnership is on file in the office of the secretary of state is notice that the partnership is a limited partnership and the persons designated therein as general partners are general partners and i…

56-1a159. Delivery of certificate to limited partners. Upon the return by the secretary of state pursuant to K.S.A. 56-1a156 of a certificate marked "Filed," the general partners shall promptly deliver or mail a copy of the certificate of limited partnership and each certificate …

56-1a160. Restated or amended and restated certificate of limited partnership. (a) A limited partnership may, whenever desired, integrate into a single instrument all of the provisions of its certificate of limited partnership which are then in effect and operative as a result of…

56-1a201. Admission of additional limited partners. (a) A person becomes a limited partner: (1) At the time the limited partnership is formed; or (2) at any later time specified in the records of the limited partnership for becoming a limited partner. (b) After the filing of a li…

56-1a202. Rights, powers and duties of classes or groups of limited partners provided in partnership agreement; voting rights of limited partners. (a) A partnership agreement may provide for classes or groups of limited partners having such relative rights, powers and duties as t…

56-1a203. Liability of limited partners to third parties. (a) Except as provided in K.S.A. 56-1a157 and amendments thereto and in subsection (d), a limited partner is not liable for the obligations of a limited partnership unless the limited partner is also a general partner or, …

56-1a204. Person erroneously believing self to be limited partner. (a) Except as provided in subsection (b), a person who makes a contribution to a partnership and who erroneously but in good faith believes that the person has become a limited partner in the partnership is not a …

56-1a205. Limited partner's right to information. Each limited partner has the right, subject to any reasonable standards set forth in the partnership agreement, to obtain from the general partners from time to time upon reasonable demand for any purpose reasonably related to the…

56-1a251. Admission of additional general partners. After the filing of a limited partnership's initial certificate of limited partnership, unless otherwise provided in the partnership agreement, additional general partners may be admitted only with specific written consent of ea…

56-1a252. Cessation of person as general partner, when. A person ceases to be a general partner of a limited partnership upon the happening of any of the following events: (a) The general partner withdraws from the limited partnership as provided in K.S.A. 56-1a352 and amendments…

56-1a253. General partners' powers and liabilities. (a) Except as provided in this act or in the partnership agreement, a general partner of a limited partnership has the rights and powers and is subject to the restrictions of a partner in a partnership without limited partners. …

56-1a254. Contributions by general partners. A general partner of a limited partnership may make contributions to the partnership and share in the profits and losses of, and in distributions from, the limited partnership as a general partner. A general partner also may make contr…

56-1a255. Rights, powers and duties of classes or groups of general partners provided in partnership agreement; voting rights of general partners. (a) A partnership agreement may provide for classes or groups of general partners having such relative rights, powers and duties as t…

56-1a301. Form of contribution. The contribution of a partner may be in cash, property or services rendered, or a promissory note or other obligation to contribute cash or property or to perform services. History: L. 1983, ch. 88, § 28; July 1. Previous | Next LEGISLATIVE COORDIN…

56-1a302. Liability for contributions. (a) No promise by a limited partner to contribute to the limited partnership is enforceable unless set out in a writing signed by the limited partner. (b) Except as provided in the partnership agreement, a partner is obligated to the limited…