Page:United States Statutes at Large Volume 76A.djvu/295

–199– -199(3) names of all the partners, and their residences, specifying which are general and which are special partners; (4) amount of capital which each special partner has contributed to the common stock; and (5) periods at which the partnership will begin and end. § 3124. Acknowledgment and recordation of certificates; false statements Certificates pursuant to section 3123 of this title shall be acknowledged by all the partners, before the clerk of the district court and filed in his office, and shall be open to public inspection. If a false statement is made in a certificate, all the persons interested in the partnership are liable, as general partners, for all the engagements thereof. § 3125. Affidavit as to sums contributed An affidavit of each of the partners, stating that the sums specified in the certificate of the partnership as having been contributed by each of the special partners, have been actually and in ^ood faith paid, in lawful money of the United States, shall be filed in the office of the clerk of the district court with the original certificate specified by sections 3123 and 3124 of this title. 8 3126. Compliance with sections 3121-3125 A special partnership is not formed until sections 3121-3125 of this title are complied with. § 3127. Renewal of special partnership Every renewal or continuance of a special partnership shall be certified, filed, and verified in the same manner as upon its original formation. Subchapter II—Powers, Rights, and Duties of Partners § 3151. Transaction of business by general partners The general partners only have authority to transact the business of a special partnership. § 3152. Powers of special partners; claims (a) A special partner may: (1) at all times investigate the affairs of the partnership, and advise his partners, or their agents, as to their management; and (2) lend money to the partnership, or advance money for it, and take from it security therefor. (b) As to loans or advances referred to in subsection (a) of this section, a special partner has the same rights as any other creditor; but in case of the insolvency of the partnership, all other claims which he may have against it shall be postponed until all other creditors are satisfied. § 3153. Actions by and against general partners In all matters relating to a special partnership, its general partners may sue and be sued alone, in the same manner as if there were no special partners. § 3154. Withdrawal of capital A special partner, under any pretense, may not withdraw any part of the capital invested by him in the partnership, during its continuance.

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