(409) Transfer of partnership property
N.D. Cent. Code § 45-10.2-45
in effect45-10.2-45. (409) Transfer of partnership property
1. Subject to the effect of a notification effective under subsections 4 and 9 of section
45-10.2-06, property held in the name of a limited partnership may be transferred by a
record of transfer signed by a general partner in the limited partnership name.
2. If a transfer has been made to an initial transferee through a record of transfer
effective under subsection 1, a limited partnership may recover the transferred limited
partnership property:
a. From a transferee only if the limited partnership proves that signing the record of
initial transfer did not bind the partnership under section 45-10.2-38; and
b. As to a subsequent transferee who gave value for the property, only if the limited
partnership proves that the subsequent transferee knew or had received a
notification that the person that signed the record of initial transfer lacked
authority to bind the partnership.
3. A partnership may not recover partnership property from a subsequent transferee if the
partnership would not have been entitled to recover the property under subsection 2
from any earlier transferee of the property.
4. This section does not affect the power of a person dissociated as a general partner to
bind a limited partnership under subsection 1 of section 45-10.2-60 and subsection 2
of section 45-10.2-70.
Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://ndlegis.gov/cencode/t45c10-2.pdf#nameddest=45-10p2-45Fetched: 10/16/2026