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321.0509 LIABILITY FOR IMPROPER DISTRIBUTIONS.
(a) A general partner that consents to a distribution made in violation of section 321.0508 is
personally liable to the limited partnership for the amount of the distribution which exceeds the
amount that could have been distributed without the violation if it is established that in consenting
to the distribution the general partner failed to comply with section 321.0408.
(b) A partner or transferee that received a distribution knowing that the distribution to that
partner or transferee was made in violation of section 321.0508 is personally liable to the limited
partnership but only to the extent that the distribution received by the partner or transferee
exceeded the amount that could have been properly paid under section 321.0508.
(c) A general partner against which an action is commenced under subsection (a) may:
(1) implead in the action any other person that is liable under subsection (a) and compel
contribution from the person; and
(2) implead in the action any person that received a distribution in violation of subsection
(b) and compel contribution from the person in the amount the person received in violation of
subsection (b).
(d) An action under this section is barred if it is not commenced within two years after
the distribution.
History: 2004 c 199 art 5 s 51

Official Publication of the State of Minnesota
Revisor of Statutes