Brief Fact Summary. The appointed trustee of a bankrupt estate, Plaintiff Lawrence Holzman, brought this action to hold Defendants, Ricardo de Escamilla et al., liable as general partners of the business at issue.
Synopsis of Rule of Law. A limited partner will be held liable as a general partner if the limited partner acts to take part in the control of the business
Issue. The issue is whether Russell and Andrews should be held liable as general partners in the bankrupt business.
Held. Although Russell and Andrews are listed as limited partners, their conduct made them as accountable as general partners. Russell and Andrews took part in controlling the business, and that control holds them liable as general partners.
Discussion. The evidence clearly indicated that the listed limited partners had more control than the listed general partner. The partners could not escape liability by simply labeling themselves as limited partners.