§425E-304  Right of limited partner and formerlimited partner to information.  (a)  [Subsection effectiveuntil June 30, 2010.  For subsection effective July 1, 2010, see below.]  Withinten days of a demand, made in a record received by the limited partnership, alimited partner may inspect and copy required information during regularbusiness hours in the limited partnership's designated office.  The limitedpartner need not have any particular purpose for seeking the information.

(a)  [Subsection effective July 1, 2010.  Forsubsection effective until June 30, 2010, see above.]  Within ten days of ademand, made in a record received by the limited partnership, a limited partnermay inspect and copy required information during regular business hours in thelimited partnership's principal office.  The limited partner need not have anyparticular purpose for seeking the information.

(b)  During regular business hours and at areasonable location specified by the limited partnership, a limited partner mayobtain from the limited partnership and inspect and copy true and fullinformation regarding the state of the activities and financial condition ofthe limited partnership and other information regarding the activities of thelimited partnership as is just and reasonable if:

(1)  The limited partner seeks the information for apurpose reasonably related to the partner's interest as a limited partner;

(2)  The limited partner makes a demand in a recordreceived by the limited partnership, describing with reasonable particularitythe information sought and the purpose for seeking the information; and

(3)  The information sought is directly connected tothe limited partner's purpose.

(c)  Within ten days after receiving a demandpursuant to subsection (b), the limited partnership in a record shall informthe limited partner who made the demand:

(1)  What information the limited partnership willprovide in response to the demand;

(2)  When and where the limited partnership willprovide the information; and

(3)  If the limited partnership declines to provideany demanded information, the limited partnership's reasons for declining.

(d)  [Subsection effective until June 30, 2010.  Forsubsection effective July 1, 2010, see below.]  Subject to subsection (f),a person dissociated as a limited partner may inspect and copy requiredinformation during regular business hours in the limited partnership'sdesignated office if:

(1)  The information pertains to the period duringwhich the person was a limited partner;

(2)  The person seeks the information in good faith;and

(3)  The person meets the requirements of subsection(b).

(d)  [Subsection effective July 1, 2010.  Forsubsection effective until June 30, 2010, see above.]  Subject tosubsection (f), a person dissociated as a limited partner may inspect and copyrequired information during regular business hours in the limited partnership'sprincipal office if:

(1)  The information pertains to the period duringwhich the person was a limited partner;

(2)  The person seeks the information in good faith;and

(3)  The person meets the requirements of subsection(b).

(e)  The limited partnership shall respond to ademand made pursuant to subsection (d) in the same manner as provided insubsection (c).

(f)  If a limited partner dies, section425E-704 applies.

(g)  The limited partnership may imposereasonable restrictions on the use of information obtained under this section. In a dispute concerning the reasonableness of a restriction under thissubsection, the limited partnership has the burden of proving reasonableness.

(h)  A limited partnership may charge a personthat makes a demand under this section reasonable costs of copying, limited tothe costs of labor and material.

(i)  Whenever this chapter or a partnershipagreement provides for a limited partner to give or withhold consent to amatter, before the consent is given or withheld, the limited partnership shall,without demand, provide the limited partner with all information material tothe limited partner's decision that the limited partnership knows.

(j)  A limited partner or person dissociated asa limited partner may exercise the rights under this section through anattorney or other agent.  Any restriction imposed under subsection (g) or bythe partnership agreement applies both to the attorney or other agent and tothe limited partner or person dissociated as a limited partner.

(k)  The rights stated in this section do notextend to a person as transferee, but may be exercised by the legalrepresentative of an individual under legal disability who is a limited partneror person dissociated as a limited partner. [L 2003, c 210, pt of §1; am L2009, c 55, §46]