Informal Opinion No.

Jack M. Weinstein, Esq. Counsel, Queens County Clerk's Office

You have asked whether a limited partnership may become a general partner in a general partnership. If it may, you also inquire whether the filing requirements of General Business Law, § 130(1) apply, and if so, whether the partnership certificate must be signed by each of the partners of the limited partnership.

The interrelated definitions contained in the Partnership Law, §§ 2,10 and 90, allow a limited partnership to serve as a general partner in a general partnership. Section 10(1) defines a partnership as an association of two…