Seán Fleming (Laois-Offaly, Fianna Fail) | Oireachtas source

I acknowledge the Senator's contribution on the section. On the face of it, I understand why she would say everything she has just said, but there is more to it than that. As Senator Higgins has said, section 7 amends the 1994 Act to permit a limited partner to participate on boards and committees related to an investment limited partnership. This adds board participation to what might be called a "white list" of activities which, if undertaken by a limited partner, will be deemed not to be taking part in the conduct of the business and which will therefore not result in loss of liability for a limited partner. This list of activities includes serving on boards or committee of the investment limited partnership, choosing a person to serve on such a board, and making a decision to approve a change to the partnership agreement. It should be borne in mind that, to start with, the partnership agreement involves everybody coming together to agree a partnership. Any partner, limited or general, can make a request or recommendation at any stage to make changes to that partnership agreement. Others may not choose to approve such a change.Depending on the voting strength of those opposed, that might be the end of the matter. One cannot, however, prevent a partner in a partnership, even if only a limited partner, from suggesting changes to the partnership agreement. It may never happen, but he or she is entitled to suggest it.

This white list concept is common in most jurisdictions and is included in the Legislative Reform (Private Fund Limited Partnerships) Order 2017 in the UK, which clearly sets out the actions in which limited partners can participate. They can serve on a board in a consultative capacity and offer opinions but they have no role in the management of the partnership. They can be consulted and can have their say but they have no role in making decisions.