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Limited Partnerships Act 2008
General
Prohibited and disqualified persons
103G: Liability for contravening section 103D or 103E

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116AValidation of fees used to recover costs of other Companies Office registers, etc 117Part 2 of Partnership Act 1908 repealed 118Orders revoked 119Companies Act 1993 amended 120Privacy Act 1993 amended 121Other consequential amendments 122Transitional provision for special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 - Prohibited and disqualified persons

103G: Liability for contravening section 103D or 103E

You could also call this:

"Breaking rules 103D or 103E makes you personally responsible for the partnership's debts."

Illustration for Limited Partnerships Act 2008

If you break a rule under section 103D or section 103E, you are personally responsible. You are responsible for any debts the limited partnership owes during the time you broke the rule. This means you are responsible to the person in charge of sorting out the limited partnership's debts, and to anyone the limited partnership owes money to, for the money they are owed.

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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=DLM6252163.

Topics:

Business > Starting a business

103F: Appeals from FMA's exercise of power under section 103D or 103E, or

"Appealing a decision made by the FMA under sections 103D or 103E"

104: Overseas limited partnership must register, or

"Overseas businesses must register in New Zealand to operate legally"

Part 2General
Prohibited and disqualified persons

103GLiability for contravening section 103D or 103E

If a person acts in contravention of a notice under section 103D or 103E, he or she is personally liable, during the period of contravention, to—
a liquidator of the limited partnership for every unpaid debt incurred by the limited partnership; and
a creditor of the limited partnership for a debt to that creditor incurred by the limited partnership.

Compare

s 386

Notes

Section 103G: inserted, on 1 September 2014, by section 30 of the Limited Partnerships Amendment Act 2014 (2014 No 47).