Title XXIX, Commerce and Trade

A partner shall not receive a distribution from a limited partnership to the extent that, after giving effect to the distribution, all liabilities of the limited partnership, other than liabilities to partners on account of their partnership interests, exceed the fair value of th…

(1) (a) If a partner receives the return of any part of his contribution without violation of the partnership agreement or KRS 362.403 to 362.525, he shall be liable to the limited partnership for a period of one (1) year thereafter for the amount of the returned contribution, wi…

A partnership interest shall be personal property.

Unless otherwise provided in the partnership agreement: (1) A partnership interest shall be assignable in whole or in part; (2) An assignment of a partnership interest shall not dissolve a limited partnership or entitle the assignee to become or to exercise any rights of a partne…

(1) This section provides the exclusive remedy by which the judgment creditor of a partner or the transferee of a partner may satisfy a judgment out of the judgment debtor's transferable interest. (2) On application to a court of competent jurisdiction by any judgment creditor of…

(1) An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner if and to the extent that: (a) The assignor gives the assignee that right in accordance with the provisions of the partnership agreement; or (b) All other partners …

If a partner who is an individual dies, or a court of competent jurisdiction adjudges a partner who is an individual to be incompetent to manage his person or his property, the partner's executor, administrator, guardian, conservator, or other legal representative may exercise al…

A limited partnership shall be dissolved, and its affairs shall be wound up, upon the happening of the first to occur of the following events: (1) At the time specified in the certificate of limited partnership; (2) An event specified in writing in the partnership agreement; (3) …

On application by or for a partner, the Circuit Court for the county in which the certificate of limited partnership is recorded may order dissolution of a limited partnership if it is not reasonably practicable to carry on the business in conformity with the partnership agreemen…

Except as otherwise provided in the partnership agreement, the general partners who have not wrongfully dissolved a limited partnership or, if none, the limited partners, may wind up the limited partnership's affairs; but the Circuit Court for the county in which the certificate …

Upon the winding up of a limited partnership, the assets shall be distributed as follows: (1) To creditors, including partners who are creditors, to the extent permitted by law, in satisfaction of liabilities of the limited partnership, other than liabilities for distributions to…

A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely to succeed…

In a derivative action, the plaintiff shall be a partner at the time of bringing the action and either: (1) At the time of the transaction of which he complains; or (2) His status as a partner shall have devolved upon him by operation of law or pursuant to the terms of the partne…

In a derivative action, the complaint shall set forth with particularity the effort of the plaintiff to secure initiation of the action by a general partner or the reasons for not making the effort.

If a derivative action is successful, in whole or in part, or if anything is received by the plaintiff as a result of a judgment, compromise, or settlement of any action or claim, the court may award the plaintiff reasonable expenses, including reasonable attorney's fees. If anyt…

KRS 362.403 to 362.525 shall be applied and construed to effectuate its general purpose to make uniform the law with respect to the subject of KRS 362.403 to 362.525 among states enacting it.

(1) A limited partnership formed under any statute of this state prior to the adoption of KRS 362.403 to 362.525, until or unless it becomes a limited partnership under KRS 362.2-102 to 362.2-977, shall continue to be governed by the provisions of the statute under which it was f…

In any case not provided for in KRS 362.401 to 362.525, the provisions of KRS 362.155 to 362.360 and the rules of law and equity shall govern.

The repeal of any statutory provision by 1988 Acts Ch. 284, sec. 65, shall not impair, or otherwise affect, the organization or the continued existence of a limited partnership existing on July 15, 1988, nor does the repeal impair any contract or affect any right accrued before J…

KRS 362.401 to 362.525 may be cited as the "Kentucky Revised Uniform Limited Partnership Act."

partnerships, limited liability companies, or corporations. (1) One (1) or more domestic limited partnerships may merge pursuant to a written plan of merger described in subsection (2) of this section with one (1) or more domestic or foreign limited partnerships, limited liabilit…

- Abandonment. (1) Each domestic limited partnership that is to be a party to a proposed merger shall approve the proposed merger, unless the partnership agreement of that limited partnership provides otherwise, by the unanimous vote of the partners of the partnership. (2) A plan…

(1) After a plan of merger is approved by each domestic or foreign limited partnership, limited liability company, or corporation that is a party to the merger, the surviving domestic or foreign limited partnership, limited liability company, or corporation shall deliver to the S…

When a merger takes effect: (1) The separate existence of every domestic limited partnership that is a party to the merger except the surviving domestic limited partnership, if any, shall cease; (2) The title to all real estate and other property owned by each domestic limited pa…

(1) To become and to continue as a registered limited liability partnership, a partnership that is not a limited partnership shall file with the Secretary of State a statement or a renewal statement, as the case may be, that satisfies the requirements of KRS 14A.2-010 to 14A.2-15…

partnerships. (1) A registered limited liability partnership, formed and existing under KRS 362.155, 362.175, 362.190, 362.220, 362.235, 362.315, 362.325, 362.345, and KRS 362.555 to 362.605, may conduct its business, carry on its operations, and have and exercise the powers gran…

(1) The failure of a registered limited liability partnership to comply with any requirements of KRS 362.555 shall not impair the validity of any contract, deed, mortgage, security interest, lien, or act of the registered limited liability partnership or prevent the registered li…

distribution. (1) A registered limited liability partnership shall not make a distribution to the extent that at the time of the distribution and after giving effect to the distribution, all liabilities for the registered limited liability partnership exceed the fair value of the…

(1) A general partnership may sue or be sued in its real name. A judgment by or against a partnership shall bind the partnership as if it were a legal entity. A judgment against a partnership shall not bind a partner in his individual capacity except to the extent permitted by KR…

repairmen and service agencies -- Administrative hearing -- Administrative regulations. (1) As used in this section, unless the context requires otherwise: (a) "Commercial weighing and measuring device" means any weight or measure or weighing or measuring device commercially used…

The Kentucky Department of Agriculture shall make or cause to be made all inspections and shall have authority to establish tolerances and specifications for grain moisture measuring devices, similar to the tolerances and specifications recommended or used by the grain branch of …

The inspectors of the Kentucky Department of Agriculture shall have the power and it shall be their duty to inspect, make comparative tests of, and ascertain if correct, every grain moisture measuring device used or employed in this state by any proprietor, agent or lessee or emp…

Whenever the inspector for the Kentucky Department of Agriculture compares grain moisture tests of the device being tested with the standard grain moisture measuring device and finds that they correspond or causes them to correspond with the standard he shall seal or mark such gr…

Any person, firm, or corporation engaged in the business of grain buying, custom grain storage and/or grain banking, resale of grain, and grain used for feed manufacturing and who purchases or makes sales based on moisture content must show moisture contents of these commodities …

As used in KRS 363.510 to 363.850: (1) "Department" means the Kentucky Department of Agriculture; (2) "Commissioner" means the Commissioner of Agriculture; (3) "Division" means the Division of Regulation and Inspection; (4) (a) "Weights and measures" means all weights and measure…

The system of weights and measures in customary use in the United States and the metric system of weights and measures are jointly recognized, and either one (1) or both of these systems shall be used for all commercial purposes in the State of Kentucky. The definitions of basic …

Fractional parts of any unit of weight or measure shall mean like fractional parts of the value of the unit as prescribed or defined in KRS 363.520 and subsection (13) of KRS 363.510, and all contracts concerning the sale of commodities and services shall be construed in accordan…

The state shall have weights and measures that conform with the standards of the United States and that have been approved as being satisfactory for use by the National Institute of Standards and Technology. These weights and measures shall be the state standards of weight and me…

In addition to the state standards provided for in KRS 363.540, there shall be supplied by the state such "field standards" and such equipment as may be found necessary to carry out the provisions of KRS 363.510 to 363.850. The field standards shall be verified upon their initial…

The Commissioner may promulgate administrative regulations relating to servicing or inspecting instruments and devices used to measure internal moisture or density levels in unprocessed bulk tobacco as described in KRS 363.510.

The power and duty to administer and enforce KRS 363.510 to 363.850 is vested in the Department of Agriculture, and shall be exercised under the supervision of the Office for Consumer and Environmental Protection through the Division of Regulation and Inspection. The division sha…

A bond, with sureties, to be approved by the Secretary of State, and conditioned upon the faithful performance of his duties and the safekeeping of any standards or equipment entrusted to his care, shall forthwith, upon his appointment, be given by the director in the penal sum o…

The director shall have the custody of the state standards of weight and measure and of the other standards and equipment provided for by KRS 363.510 to 363.850, and shall keep accurate records of the same. The director shall enforce the provisions of KRS 363.510 to 363.850. He s…

(1) The director shall issue from time to time reasonable regulations for the enforcement of KRS 363.510 to 363.850, which regulations shall have the force and effect of law. These regulations may include: (a) Standards of net weight, measure, or count, and reasonable standards o…

The director shall from time to time test all weights and measures used in checking the receipt or disbursement of supplies in every institution for the maintenance of which moneys are appropriated by the legislature, reporting his findings, in writing, to the supervisory board a…

When not otherwise provided by law, the director shall have the power to inspect and test, to ascertain if they are correct, all weights and measures kept, offered, or exposed for sale. It shall be the duty of the director, within a twelve-month period, or less frequently if in a…