Section 806 CAMA 2020
Section 806 Companies and Allied Matters Act is about Modification of general law in case of limited partnerships. It is under Chapter 2 (Registration of limited partnership and incidental matters) of the Act.
(1) A limited partner shall not take part in the management of the partnership business and shall not have power to bind the firm provided that—
(a) a limited partner may by himself or his agent, at any time inspect the books of the firm and examine the state and prospects of the partnership business and advise with the partners thereon ; and
(b) if a limited partner takes part in the management of the partnership business, he is liable for all debts and obligations of the firm incurred while he takes part in the management, as though he were a general partner.
(2) A limited partnership shall not be dissolved by the death or bankruptcy of a limited partner and the lunacy of a limited partner shall not be a ground for the dissolution of the partnership by the Court, unless the lunatic’s share cannot be otherwise ascertained and realised.
(3) In the event of the dissolution of a limited partnership its affairs shall be wound up by the general partners unless the Court orders otherwise.
(4) Subject to any agreement, express or implied, between the partners—
(a) any difference arising as to ordinary matters connected with the partnership business may be decided by a majority of the general partners ;
(b) a limited partner may, with the consent of the general partners, assign his share in the partnership and upon such an assignment the assignee shall become a limited partner with all the rights of the assignor ;
(c) the other partners shall not be entitled to dissolve the partnership by reason of any limited partner suffering his share to be charged for his separate debt ;
(d) a person may be introduced as a partner without the consent of the existing limited partners ; and
(e) a limited partner shall not be entitled to dissolve the partnership notice.
