Ch. 550

LAWS OF MARYLAND

participation by the limited partner in the business of the
limited partnership.

10-304.

(a) Except as provided in subsection (b) of this section, a
person who makes a contribution to a partnership and erroneously
but in good faith believes that he has become a limited partner
in the partnership is not a general partner in the partnership
and is not bound by its obligations by reason of making the
contribution, receiving distributions from the partnership, or
exercising any rights of a limited partner, if, [on ascertaining]
WITHIN 30 DAYS AFTER HE KNEW OR SHOULD HAVE KNOWN OF the mistake:

(1)  In the case of a person who wishes to be a
limited partner, [he] THE PERSON causes an appropriate
certificate to be executed and filed; or

(2)  In the case of a person who wishes to withdraw as
a partner from the partnership, the partner takes the necessary
action to withdraw.

10-305.

(A)  Each limited partner [has the right to obtain from the
general partners] MAY INSPECT AND COPY, IN PERSON OR BY AGENT, ON
WRITTEN REQUEST FROM TIME TO TIME upon reasonable demand:

(1)  True and full information regarding the state of
the business and financial condition of the limited partnership;
[and]

(2)  A COPY OF THE PARTNERSHIP AGREEMENT AND
CERTIFICATE OF LIMITED PARTNERSHIP AND ALL AMENDMENTS TO THE
AGREEMENT OR CERTIFICATE; AND

[(2)] (3) Other information regarding the affairs of
the limited partnership as is just and reasonable FOR ANY PURPOSE
REASONABLY RELATED TO THE LIMITED PARTNER'S INTEREST AS A LIMITED
PARTNER.

(B)  ONE OR MORE PERSONS WHO TOGETHER ARE PARTNERS WITH AT
LEAST A 5 PERCENT INTEREST IN THE PARTNERSHIP (DETERMINED ON THE
BASIS OF THE SHARING OF PROFITS AND LOSSES) MAY INSPECT AND COPY,
IN PERSON OR BY AGENT, ON WRITTEN REQUEST FROM TIME TO TIME UPON
REASONABLE DEMAND:

(1)  PROMPTLY AFTER BECOMING AVAILABLE, A COPY OF THE
LIMITED PARTNERSHIP'S FEDERAL, STATE, AND LOCAL INCOME TAX
RETURNS FOR EACH YEAR; AND

(2)  A CURRENT LIST OF THE NAME AND LAST KNOWN
BUSINESS, RESIDENCE, OR MAILING ADDRESS OF EACH PARTNER.

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