2021 Colorado Code
Title 7 - Corporations and Associations
Article 61 - Uniform Limited Partnership Law of 1931
§ 7-61-105. Limited Partner's Contribution
The contributions of a limited partner may be cash or other property but not services.
History. Source: L. 31: P. 628, § 4. CSA: C. 123, § 47. CRS 53: § 104-2-4. C.R.S. 1963: § 104-2-4. History. Source: L. 31: P. 628, § 4. CSA: C. 123, § 47. CRS 53: § 104-2-4. C.R.S. 1963: § 104-2-4.
ANNOTATION
Law reviews. For comment on Silvola v. Rowlett (cited below ), see 27 Rocky Mt. L. Rev. 98 (1954). For article, “A Law Firm Pension Plan?”, see 37 Dicta 351 (1960).
The word “contributions” as it is used in this section is limited to the contribution to be made by the limited partner at the time of the formation of the partnership for the benefit of the partnership's creditors, as there is a clear general purpose and intent by the general assembly to encourage trade by authorizing and permitting a capitalist to put his money into a partnership with general partners possessed of skill and business character only without becoming a general partner or hazarding anything in the business except the capital originally subscribed. Silvola v. Rowlett, 129 Colo. 522 , 272 P.2d 287 (1954).
And services rendered by a limited partner after the formation of a limited partnership are not included in the “contributions” as that term is used in the section. Silvola v. Rowlett, 129 Colo. 522 , 272 P.2d 287 (1954).
Hence, services rendered by a limited partner in the operation of a partnership does not deprive him of protection as a limited partner, for the fact that he is interested in the success thereof to the extent of rendering services does not, in and of itself, violate the provisions of this section nor does that alone charge him with liability of a general partner. Silvola v. Rowlett, 129 Colo. 522 , 272 P.2d 287 (1954).
