55-550.11 - Interest as general partner. - Virginia Statutes

§ 55-550.11. Interest as general partner.

A. Except as otherwise provided in subsection C or unless personal liabilityis imposed in the contract, a trustee who holds an interest as a generalpartner in a general or limited partnership is not personally liable on acontract entered into by the partnership after the trust's acquisition of theinterest if the fiduciary capacity was disclosed in the contract or in astatement previously filed pursuant to the Uniform Partnership Act (§50-73.79 et seq.).

B. Except as otherwise provided in subsection C, a trustee who holds aninterest as a general partner is not personally liable for torts committed bythe partnership or for obligations arising from ownership or control of theinterest unless the trustee is personally at fault.

C. The immunity provided by this section does not apply if an interest in thepartnership is held by the trustee in a capacity other than that of trusteeor is held by the trustee's spouse or one or more of the trustee'sdescendants, siblings, or parents, or the spouse of any of them.

D. If the trustee of a revocable trust holds an interest as a generalpartner, the settlor is personally liable for contracts and other obligationsof the partnership as if the settlor were a general partner.

(2005, c. 935.)