§ 620.1408, Fla. Stat. · Part I. FLORIDA REVISED UNIFORMLIMITED PARTNERSHIP ACT OF 2005
General standards of conduct for general partner.
Text — 2026 Florida Statutes
(1) The only fiduciary duties that a general partner has to the limited partnership and the other partners are the duties of loyalty and care under subsections (2) and (3).
(2) A general partner’s duty of loyalty to the limited partnership and the other partners is limited to the following:
(a) To account to the limited partnership and hold as trustee for it any property, profit, or benefit derived by the general partner in the conduct and winding up of the limited partnership’s activities or derived from a use by the general partner of limited partnership property, including the appropriation of a limited partnership opportunity.
(b) To refrain from dealing with the limited partnership in the conduct or winding up of the limited partnership’s activities as or on behalf of a party having an interest adverse to the limited partnership.
(c) To refrain from competing with the limited partnership in the conduct of the limited partnership’s activities.
(3) A general partner’s duty of care to the limited partnership and the other partners in the conduct and winding up of the limited partnership’s activities is limited to refraining from engaging in grossly negligent or reckless conduct, intentional misconduct, or a knowing violation of law.
(4) A general partner shall discharge the duties to the partnership and the other partners under this act or under the partnership agreement and exercise any rights consistently with the obligation of good faith and fair dealing.
(5) A general partner does not violate a duty or obligation under this act or under the partnership agreement merely because the general partner’s conduct furthers the general partner’s own interest.
Notes and commentary — not statutory text
History
s. 17, ch. 2005-267.
Source of truth
- Edition
- 2026 Florida Statutes
- Official file
- https://www.leg.state.fl.us/Statutes/index.cfm?App_mode=Display_Statute&URL=0600-0699/0620/0620.html
- Text hash
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Cited by 6 provisions
Provisions in this library whose text cites § 620.1408, Fla. Stat.. Each shows the citation as that text prints it.
The Florida Statutes
- § 620.1110, Fla. Stat.Effect of partnership agreement; nonwaivable provisions.Printed as s. 620.1408; s. 620.1408(3); ss. 620.1305(2) and 620.1408(4)
- § 620.1112, Fla. Stat.Business transactions of partner with partnership.Printed as s. 620.1408
- § 620.1305, Fla. Stat.Limited duties of limited partners.Printed as s. 620.1408
- § 620.1509, Fla. Stat.Liability for improper distributions.Printed as s. 620.1408
Procedural information only. Not legal advice and not a substitute for the advice of an attorney. Confirm the current text with the official publisher before relying on it.