3038                                   LAWS OF MARYLAND                                 Ch. 801

does not affect the fiduciary obligations of the general
partner to limited partners under existing, case law. See,
Allen v. Steinberg, 244 Md. 199, 222 A.2d 240 (1966); see
also, §§ 9-301 and 9-404 of this article (part of the
Maryland Uniform Partnership Act).

10-404. CONTRIBUTIONS BY GENERAL PARTNER.

A GENERAL PARTNER MAY MAKE CONTRIBUTIONS TO THE LIMITED
PARTNERSHIP AND SHARE IN THE PROFITS AND LOSSES OF, AND IN
DISTRIBUTIONS FROM, THE LIMITED PARTNERSHIP AS A GENERAL
PARTNER. A GENERAL PARTNER ALSO MAY MAKE CONTRIBUTIONS TO
AND SHARE IN PROFITS, LOSSES, AND DISTRIBUTIONS AS A LIMITED
PARTNER. A PERSON WHO IS BOTH A GENERAL PARTNER AND A
LIMITED PARTNER HAS THE RIGHTS AND POWERS, AND IS SUBJECT TO
THE RESTRICTIONS AND LIABILITIES, OF A GENERAL PARTNER AND,
EXCEPT AS PROVIDED IN THE PARTNERSHIP AGREEMENT, ALSO HAS
THE POWERS, AND IS SUBJECT TO THE RESTRICTIONS, OF A LIMITED
PARTNER TO THE EXTENT OF HIS PARTICIPATION IN THE LIMITED
PARTNERSHIP AS A LIMITED PARTNER.

COMMENT

This section is derived from § 10-111 of the previous
Limited Partnership Act (§ 12 of the prior uniform law) and
makes clear that the partnership agreement may provide that
a general partner who is also a limited partner may exercise
all of the powers of a limited partner.

10-405. VOTING.

THE PARTNERSHIP AGREEMENT MAY GRANT TO ALL OR CERTAIN
IDENTIFIABLE GENERAL PARTNERS THE RIGHT TO VOTE (ON A PER
CAPITA OR ANY OTHER BASIS), SEPARATELY OR WITH ALL OR ANY
CLASS OF THE LIMITED PARTNERS, ON ANY MATTER.

COMMENT

This section is new and is intended to make it clear
that this title does not require that the limited partners
have any right to vote on matters as a separate class.

SUBTITLE 5. FINANCE

10-501. FORM OF CONTRIBUTION.

THE CONTRIBUTION OF A PARTNER MAY BE IN CASH, PROPERTY,
SERVICES RENDERED, OR A PROMISSORY NOTE OR OTHER BINDING
OBLIGATION TO CONTRIBUTE CASH OR PROPERTY OR TO PERFORM
SERVICES.

COMMENT

This section expands upon § 10-104 of the previous
Limited Partnership Act (§ 4 of the prior uniform law) by
granting explicit permission to make contributions of
services. See the Comment to § 10-101 of this title.