Definition
Article 99
- (1)
- A limited partnership shall be formed with articles of partnership between two or more persons for carrying out commercial activities under a common trade name, whereby for the partnership's obligations one or more of the partners shall be liable jointly and severally and their liability shall be unlimited, and the remaining partners' liability shall not exceed the amount of the agreed upon contribution.
- (2)
- The provisions for the general partnership shall apply mutatis mutandis to the limited partnership, to the extent this chapter does not provide otherwise.
Form
Article 100
The articles of partnership shall be drawn up in writing with notarized signatures of the partners.
Trade Name
Article 101
- (1)
- The company's trade name shall contain the extension "komanditno druzhestvo" [limited partnership] or the abbreviation "KD" and the name of at least one of the general partners.
- (2)
- The names of limited partners shall not be incorporated in the trade name of a limited partnership, but in case this has occurred those partners shall be deemed to bear unlimited liability vis-?-vis the creditors of the partnership.
Content of the Articles of Partnership
Article 102
A limited partnership's articles shall state:
- 1.
- the trade name of the partnership;
- 2.
- the seat and the registered office;
- 3.
- the purposes for which the partnership is set up;
- 4.
- the names or, respectively, the trade names and the addresses of the partners and the extent of their liability;
- 5.
- 6.
- the type and amount of the partners' contributions;
- 7.
- the manner of distribution of profits and losses among the partners;
- 8.
- the manner of management and representation of the partnership.
Registration
Article 103
A limited partnership shall be registered with the commercial register of its seat by the general partners, which shall file the articles of partnership and specimen signatures.
