Article 43 - Rights and duties of the Partners etc

(1) A Limited Partner is not subject to the duties in:
(A) Article 14(2)(A) and (C) (keeping Partners informed and accounting for Profits of a competing Business); and
(B) Article 20 (keeping accounting and PartnershipRecords etc.).
(2) Article 21 (Partnership bound by acts of Partners carrying on Business in usual way) does not apply in relation to a Limited Partner.
(3) Subsections (4) to (7) contain Default Rules for a Limited Partnership.
(4) Differences about ordinary matters connected with the PartnershipBusiness or affairs may be decided by:
(A) the General Partner; or
(B) if there is more than one General Partner, a majority of them.
(5) But differences about other matters connected with the PartnershipBusiness or affairs must be decided by:
(A) the General Partner; or
(B) if there is more than one General Partner, all of them.
(6) The question whether a Limited Partner should be given authority to act on behalf of the Partnership is not an ordinary matter.
(7) The Partnership Agreement cannot be varied under subsection (4).