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1. Limited partnership agreement incubator hedge fund full#
2. Limited partnership agreement incubator hedge fund code#

(d) Any demand under this section shall be in writing and shall state the purpose of such demand. (c) A limited partnership may maintain its records in other than a written form if such form is capable of conversion into written form within a reasonable time. (b) A general partner shall have the right to keep confidential from limited partners for such period of time as the general partner deems reasonable, any information which the general partner reasonably believes to be in the nature of trade secrets or other information the disclosure of which the general partner in good faith believes is not in the best interest of the limited partnership or could damage the limited partnership or its business or which the limited partnership is required by law or by agreement with a third party to keep confidential. (6) Other information regarding the affairs of the limited partnership as is just and reasonable.

Limited partnership agreement incubator hedge fund full#

(5) True and full information regarding the amount of cash and a description and statement of the agreed value of any other property or services contributed by each partner and which each partner has agreed to contribute in the future, and the date on which each became a partner and

(4) A copy of any written partnership agreement and certificate of limited partnership and all amendments thereto, together with executed copies of any written powers of attorney pursuant to which the partnership agreement and any certificate and all amendments thereto have been executed (3) A current list of the name and last known business, residence or mailing address of each partner (2) Promptly after becoming available, a copy of the limited partnership’s federal, state and local income tax returns for each year (1) True and full information regarding the status of the business and financial condition of the limited partnership (a) Each limited partner has the right, subject to such reasonable standards (including standards governing what information and documents are to be furnished, at what time and location and at whose expense) as may be set forth in the partnership agreement or otherwise established by the general partners, to obtain from the general partners from time to time upon reasonable demand for any purpose reasonably related to the limited partner’s interest as a limited partner: Access to and confidentiality of information records. The full text of the section is reprinted below and can be found here. The hedge fund offering documents could also be revised so as to restrict investors from having this right. The general partner would also have other potential remedies under Section 17-305(b) and Section 17-305(e). The manager would obviously be able to deny such a request if the investor did not present a good reason for the request. Of course, under this section the investor making such a request would need to show that the request was made a purpose reasonably related to such investors interest in the fund. DULPA Section 17-305(a)(3) provides,Įach limited partner has the right, subject to such reasonable standards … to obtain from the general partners from time to time upon reasonable demand for any purpose reasonably related to the limited partner’s interest as a limited partner a current list of the name and last known business, residence or mailing address of each partner. However, managers should note that by defaulting to the DULPA the manager may actually be providing investors in the fund with the potential right to access the name and contact information for other investors in the fund. The requirements are fairly standard items which and should not pose an inconvenience to the general partner. The records that the investors will have access to are listed in Section 17-305 of the DULPA, which I have reprinted below. With regard to the record keeping requirement of hedge funds, many funds will include a default provision in the LPA which provides investors access to the records of the hedge fund upon reasonable notice to the general partner of the fund. To the extent that a LPA is silent on an issue covered by the DULPA, the DULPA will control.

Limited partnership agreement incubator hedge fund code#

The code is very flexible and allows the limited partnership agreement (LPA) to be drafted in a very manager-friendly manner. Access to Records under the Delaware Uniform Limited Partnership ActĪ vast majority of hedge funds are structured as limited partnerships under the Delaware Uniform Limited Partnership Act (the DULPA).