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To: Bull RidaH who wrote (67)	1/19/2000 11:23:00 PM
From: Bull RidaH	Read Replies (1) \| Respond to of 185

<<If so, then it may be necessary to remove provisions in the agreement that grant voting power to the limited partners, so that they have no authority/responsibility that oversteps the legal bounds of a limited partner.>> Obviously, the point here is to prevent limited partners from doing things that make them a general partner. The bigger the role a partner plays in managing the partnership, the more likely that partner is to be considered a general partner under the law. And each state has unique laws concerning these boundaries. I will check tomorrow with a Limited partnership legal expert here in South Carolina to see if the limited partners' role as stated in the agreement crosses that line in the State of South Carolina. It's obviously in the best interest of the limited partners to avoid crossing that line so that they don't lose protection from personal liability. The "legality" of the agreement does not seem to be in question here, as limited partnership agreements don't even have to be written to be legal, but the liability status of each stated limited partner in the agreement certainly is. And for those not worried about GZ losing all the dough and then some, it is a non-issue. <g> David