Browning v. Maurice B. Levien & Co.

WEBB, Judge.

The plaintiffs have alleged that the action was brought “on their own behalf and, in the alternative, derivatively on behalf of the Partnership.” We deal first with the question of whether the plaintiffs may bring this action on behalf of the limited partnership. We hold they may not. G.S. 59-26 provides:

A contributor, unless he is a general partner, is not a proper party to proceedings by or against a partnership, ex cept where the object is to enforce a limited partner’s right against or liability to the partnership.

Both general partners are now bankrupt so that the limited…