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Limited Partnerships Act 2008
General
Partners in limited partnership
19B: Disqualified general partner still has duties or obligations under Act

Part 1:
Preliminary provisions

3Purpose of Act 4Interpretation 5Act binds the Crown

Part 2:
General

Part 3:
Overseas limited partnerships

104Overseas limited partnership must register 105Meaning of carrying on business 106Validity of transactions not affected 107Application for registration 108Registration of overseas limited partnership 109Use of name by overseas limited partnership 110Notification of changes relating to overseas limited partnership 111Rectification or correction of name or address of person authorised to accept service 112Annual return of overseas limited partnership 113Overseas limited partnership ceasing to carry on business in New Zealand 114Liquidation of overseas limited partnership

Part 4:
Miscellaneous

115Confidentiality of limited partner information 116Regulations 116AValidation of fees used to recover costs of other Companies Office registers, etc 117Part 2 of Partnership Act 1908 repealed 118Orders revoked 119Companies Act 1993 amended 120Privacy Act 1993 amended 121Other consequential amendments 122Transitional provision for special partnerships

Schedule 1:
Activities that do not constitute taking part in management of limited partnership

Schedule 2:
Information to be contained in annual return

Limited Partnerships Act 2008

General - Partners in limited partnership

19B: Disqualified general partner still has duties or obligations under Act

You could also call this:

"Even if you're not allowed to be a general partner, you still have to follow the rules if you act like one."

Illustration for Limited Partnerships Act 2008

If you are disqualified from being a general partner, but you still act like one, you are considered a general partner when it comes to following the rules in the Limited Partnerships Act 2008. This means you have to do what the Act says a general partner must do. You have to meet the duties and obligations that the Act sets out for general partners of a limited partnership.

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This page was last updated on 30 August 2025

View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM6251329.

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19A: Qualifications of general partners: natural persons, or

"Who can be a general partner in a limited partnership"

20: Limited partner, or

"What it means to be a limited partner in a business"

Part 2General
Partners in limited partnership

19BDisqualified general partner still has duties or obligations under Act

A person who is disqualified from being a general partner but who acts as a general partner is a general partner for the purposes of a provision of this Act that imposes a duty or an obligation on a general partner of a limited partnership.

Notes

Section 19B: inserted, on 1 September 2014, by section 7 of the Limited Partnerships Amendment Act 2014 (2014 No 47).