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322A.52 Liability upon return of contribution.

(a) If a partner has received the return of any part of a contribution without violation of the partnership agreement or sections 322A.01 to 322A.87, that partner is liable to the limited partnership for a period of one year thereafter for the amount of the returned contribution, but only to the extent necessary to discharge the limited partnership's liabilities to creditors who extended credit to the limited partnership during the period the contribution was held by the partnership.

(b) If a partner has received the return of any part of a contribution in violation of the partnership agreement or sections 322A.01 to 322A.87, that partner is liable to the limited partnership for a period of six years thereafter for the amount of the contribution wrongfully returned.

(c) A partner receives a return of a contribution to the extent that a distribution reduces that partner's share of the fair value of the net assets of the limited partnership below the value (as set forth in the partnership records required to be kept pursuant to section 322A.05) of the contribution which has not been distributed to that partner.

HIST: 1980 c 582 art 5 s 38; 1986 c 430 s 20; 1986 c 444

Official Publication of the State of Minnesota
Revisor of Statutes