                                 CODE OF VIRGINIA

INTEREST AS GENERAL PARTNER (§ 64.2-802)

A. Except as otherwise provided in subsection C or unless personal liability is
imposed in the contract, a trustee who holds an interest as a general partner in
a general or limited partnership is not personally liable on a contract entered
into by the partnership after the trust&#8217;s acquisition of the interest if
the fiduciary capacity was disclosed in the contract or in a statement
previously filed pursuant to the Uniform Partnership Act (&#xA7; 50-73.79 et
seq.).

B. Except as otherwise provided in subsection C, a trustee who holds an interest
as a general partner is not personally liable for torts committed by the
partnership or for obligations arising from ownership or control of the interest
unless the trustee is personally at fault.

C. The immunity provided by this section does not apply if an interest in the
partnership is held by the trustee in a capacity other than that of trustee or
is held by the trustee&#8217;s spouse or one or more of the trustee&#8217;s
descendants, siblings, or parents, or the spouse of any of them.

D. If the trustee of a revocable trust holds an interest as a general partner,
the settlor is personally liable for contracts and other obligations of the
partnership as if the settlor were a general partner.

HISTORY: 2005, c. 935, § 55-550.11; 2012, c. 614.