Weil organized Diversified Properties as a limited partnership with varying degrees of ownership in several apartment complexes

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Weil organized Diversified Properties as a limited partnership with varying degrees of ownership in several apartment complexes and other real estate located in Maryland. The parties signed a formal written agreement in July and the partnership was properly registered in the District of Columbia. Weil was the only general partner and managed the partnership's affairs until May 1 of the following year. At that time, the partnership encountered cash flow problems, and to help matters, Weil gave up both his office and his salary. At a partnership meeting held the following week, the limited partners selected two third parties, Rubenstein and Tempchin, to manage the partnership properties on a commission basis in accordance with a proposal that Weil had advanced earlier. Weil began working for another real estate company as a vice president, but he remained a general partner of Diversified Properties. Creditors of the partnership, therefore, turned to him with demands for payment of the partnership debts that had not been met. Weil claims that after he surrendered his office and his salary, he remained as the general partner but that his directions were ignored. He also claims that the limited partners at various times gave direct orders to Rubenstein and Tempchin as to how to manage the partnership's affairs. Explain whether the limited partners should be declared general partners.

Partnership
A legal form of business operation between two or more individuals who share management and profits. A Written agreement between two or more individuals who join as partners to form and carry on a for-profit business. Among other things, it states...
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