PARTNERSHIPS—LIMITED 2757

An. Code, 1924, sec. 13. 1912, sec. 13. 1918, ch. 280, sec. 13.

13. (Loans and Other Business Transactions With Limited Partner.)
(1) A limited partner also may loan money to and transact other busi-
ness with the partnership, and, unless he is also a general partner, re-
ceive on account of resulting claims against the partnership, with general
creditors, a pro rata share of the assets. No limited partner shall in respect
to any such claim

(a) Receive or hold as collateral security any partnership property, or
(b) Receive from a general partner or the partnership any payment,
conveyance, or release from liability, if at the time the assets of the part-
nership are not sufficient to discharge partnership liabilities to persons not
claiming as general or limited partners.

(2) The receiving of collateral security, or a payment, conveyance, or
release in violation of the provisions of paragraph (1) is a fraud on the
creditors of the partnership.¹

This section prevents special partner from withdrawing his capital before expiration
of period limited in certificate, and while there are debts outstanding. Safe Deposit
Co. v. Cahn, 102 Md. 549.

This section referred to in construing sec. 2, et seq. Lineweaver v. Slagle, 64 Md. 485.

An. Code, 1924, sec. 14. 1912, sec. 14. 1918, ch. 280, sec. 14.

14. (Relation of Limited Partners Inter Se.) Where there are
several limited partners the members may agree that one or more of the
limited partners shall have a priority over other limited partners as to
the return of their contributions, as to their compensation by way of
income, or as to any other matter. If such an agreement is made it shall
be stated in the certificate, and in the absence of such a statement all the
limited partners shall stand upon equal footing.

This section referred to in construing sec. 2, et seq. Lineweaver v. Slagle, 64 Md. 485.

An. Code, 1924, sec. 15. 1912, sec. 15. 1918, ch. 280, sec. 15.

15. (Compensation of Limited Partner.) A limited partner may
receive from the partnership the share of the profits or the compensation
by way of income stipulated for in the certificate; provided, that after such
payment is made, whether from the property of the partnership or that of
a general partner, the partnership assets are in excess of all liabilities of
the partnership except liabilities to limited partners on account of their
contributions and to general partners.

Where a firm which is knowingly insolvent transfers property to one of its creditors,
thereby paying latter in full, law conclusively presumes intention to prefer; hence
special partner is liable as a general partner under sec. 17. Lineweaver v. Slagle, 64
Md. 487.

See art. 39B, sec. 8.

An. Code, 1924, sec. 16. 1912, sec. 16. 1918, ch. 280, sec. 16.

16. (Withdrawal or Reduction of Limited Partner's Contribution.)
(1) A limited partner shall not receive from a general partner or out of
partnership property any part of his contribution until

(a) All liabilities of the partnership, except liabilities to general part-
ners and to limited partners on account of their contributions, have been
paid or there remains property of the partnership sufficient to pay them,

¹ The entire "Limited Partnerships" article was repealed and re-enacted by the act
of 1918, ch. 280, The annotations in vol. 2 of the Code of 1912 refer to the sections of
this article as they stood prior to the act of 1918, but are reproduced under the corre-
spondingly numbered sections of the new article in the hope that they may be of some