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Section 13: Limited liability of partners

Limited Liability Partnerships Act · PART III: NATURE OF LIMITED LIABILITY PARTNERSHIP

consolidated text (as at 2017, amended since). juris shows the text as it was consolidated; it does not confirm that this is the law in force today.

13. Limited liability of partners (1) A partner shall— (a) exercise the degree of care, diligence and skill that a reasonably prudent person would exercise in comparable circumstances; and (b) discharge his or its duties honestly, in good faith and in the best interests of the limited liability partnership. (2) A partner shall not be liable to pay the debts of the limited liability partnership beyond the amount he or it has agreed to contribute to the limited liability partnership. (3) An obligation of a limited liability partnership, whether arising in contract, tort or otherwise, shall be solely the obligation of the limited liability partnership. (4) A person shall not be personally liable, directly or indirectly, by way of indemnification, contribution, assessment or otherwise, for an obligation referred to in subsection (3) solely by reason of being a partner of the limited liability partnership. (5) Subsections (2) and (3) shall not affect the liability of a partner or an officer of a partner arising out of his or its own wrongful act or omission. (6) A limited liability partnership shall be liable to any third party for any act or omission of its partners in their position as partner or done under the authority of the limited liability partnership. (7) This section shall be without prejudice to section 52.

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