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Indiana Code Title 23. Business and Other Associations § 23-16-3-8

Current as of January 02, 2024 | Updated by Findlaw Staff

Sec. 8. (a) Except as provided in subsection (b), if any certificate of limited partnership or certificate of amendment or cancellation contains a materially false statement, a person who suffers loss by reasonable reliance on the statement may recover damages for the loss from:

(1) any general partner who knew or should have known the statement to be false at the time the certificate was executed;  and

(2) any general partner who:

(A) after the execution of the certificate, but at least sixty (60) days before the statement was reasonably relied upon, knew or should have known that any arrangement or other fact described in a statement in the certificate had changed, making the statement inaccurate;  and

(B) failed to cancel or amend the certificate or to file a petition for the cancellation or amendment of the certificate under IC 23-0.5-2 before the statement was reasonably relied upon.

(b) A general partner is not liable for failing to cancel or amend a certificate or for failing to file a petition for the amendment or cancellation of a certificate under subsection (a)(2) if a certificate of amendment, certificate of cancellation, or petition for amendment or cancellation is filed within sixty (60) days after the general partner knew or should have known to the extent provided in subsection (a) that the statement in the certificate was false in any material respect.

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Cite this article: FindLaw.com - Indiana Code Title 23. Business and Other Associations § 23-16-3-8 - last updated January 02, 2024 | https://codes.findlaw.com/in/title-23-business-and-other-associations/in-code-sect-23-16-3-8/

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