2014 Pennsylvania Consolidated Statutes
Title 15 - CORPORATIONS AND UNINCORPORATED ASSOCIATIONS
Chapter 87 - Electing Partnerships
Section 8705 - Limited liability in certain cases

§ 8705. Limited liability in certain cases.

(a) General rule.--The liability of a partner of an electing partnership for the debts and obligations of the partnership shall be satisfied out of partnership assets alone if:

(1) the debt or obligation arises from a transaction or occurrence in which the person dealing with the partnership has notice, as defined in section 8303(b) (relating to notice), that this section is applicable to the partnership; or

(2) the fact that this section is applicable to the partnership has been advertised in the manner provided by section 8357(a)(2)(ii) (relating to power of partner to bind partnership to third persons).

(b) Exceptions.--Subsection (a) does not apply:

(1) Unless otherwise agreed by the obligee, to a debt or obligation arising prior to the time a partnership becomes an electing partnership and complies with subsection (a)(1) or (2).

(2) To a transaction or occurrence involving the furnishing or sale of any goods or services by the partnership.

(c) Professional relationship unaffected.--Subsection (a) shall not afford the partners of an electing partnership providing professional services with greater immunity than is available to the officers, shareholders, employees or agents of a professional corporation. See section 2925 (relating to professional relationship retained).

(Dec. 7, 1994, P.L.703, No.106, eff. 60 days)

1994 Amendment. Act 106 added subsec. (c).

Cross References. Section 8705 is referred to in section 8707 of this title.