2005 Illinois Code - 805 ILCS 210/ Revised Uniform Limited Partnership Act. Article 6 - Distributions And Withdrawal
(805 ILCS 210/Art. 6 heading)
(Article scheduled to be repealed on January 1, 2008)
ARTICLE 6
Distributions and Withdrawal
(Source: P.A. 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/601) (from Ch. 106 1/2, par. 156‑1)
(Section scheduled to be repealed on January 1, 2008)
Sec. 601.
Interim Distributions.
Except as provided in
this Article, a partner is entitled to receive distributions
from a limited partnership before his or her withdrawal from
the partnership and before the dissolution and winding up thereof
to the extent and at the times or upon the happening of the events
specified in the partnership agreement; but if any distribution
constitutes a return of any part of his or her contribution under
Section 608(c), to the extent and at the times or upon the happening
of the events specified in the partnership agreement.
(Source: P.A. 85‑403; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/602) (from Ch. 106 1/2, par. 156‑2)
(Section scheduled to be repealed on January 1, 2008)
Sec. 602.
Withdrawal of General Partner and Assignment of a General
Partner's Partnership Interest.
(a) A general partner may withdraw
from a limited partnership at
the time or upon the happening of events specified in the partnership
agreement
and in
accordance with the partnership agreement. A partnership agreement may provide
that a
general partner shall not have the right to withdraw as a general partner of a
limited
partnership. Notwithstanding that a partnership agreement provides that a
general partner
does not have the right to withdraw as a general partner of a limited
partnership, a general
partner may withdraw from a limited partnership at
any time by giving written notice to the other
partners. If the withdrawal of a general partner violates the
partnership agreement, the
limited partnership may recover from the withdrawing general partner damages
for breach of the partnership agreement and offset the damages against the
amount otherwise distributable to him or her in addition to any remedies
otherwise available under applicable law.
(b) Notwithstanding anything to the contrary set forth in this Act, a
partnership
agreement may provide that a general partner may not assign a partnership
interest in a
limited partnership prior to the dissolution and winding up of the limited
partnership.
(Source: P.A. 91‑840, eff. 1‑1‑01; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/603) (from Ch. 106 1/2, par. 156‑3)
(Section scheduled to be repealed on January 1, 2008)
Sec. 603.
Withdrawal of Limited Partner.
A limited partner may withdraw
from a limited partnership only at the time or upon the happening of events
specified in writing
in the partnership agreement
and in accordance with the partnership agreement. Notwithstanding anything to
the
contrary under applicable law, unless a partnership agreement provides
otherwise, a
limited partner may not withdraw from a limited partnership prior to the
dissolution and
winding up of the limited partnership. Notwithstanding anything to the contrary
under
applicable law, a partnership agreement may provide that a partnership interest
may not
be assigned prior to the dissolution and winding up of the limited partnership.
Unless otherwise provided in a partnership agreement, a limited partnership
whose
original certificate of limited partnership was filed with the Secretary of
State and
effective prior to the effective date of this amendatory Act of 2000,
shall continue
to be governed by this Section as in effect before the effective date of this
amendatory
Act of 2000, and shall not be governed by the changes made in this Section by
this
amendatory Act of 2000.
(Source: P.A. 91‑840, eff. 1‑1‑01; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/604) (from Ch. 106 1/2, par. 156‑4)
(Section scheduled to be repealed on January 1, 2008)
Sec. 604.
Distribution upon Withdrawal.
Except as provided in this
Article, upon withdrawal any withdrawing partner is entitled to receive
any distribution to which he or she is entitled under the partnership agreement
and, if not otherwise provided in the agreement, he or she is entitled to
receive, within a reasonable time after withdrawal, the fair value of his
or her interest in the limited partnership as of the date of withdrawal
based upon his or her right to share in distributions from the limited partnership.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/605) (from Ch. 106 1/2, par. 156‑5)
(Section scheduled to be repealed on January 1, 2008)
Sec. 605.
Distribution in Kind.
Except as provided in writing in the
partnership agreement, a partner, regardless of the nature of his or her
contribution, has no right to demand and receive any distribution from a
limited partnership in any form other than cash. Except as provided in writing in
the partnership agreement, a partner may not be compelled to accept a distribution
of any asset in kind from a limited partnership to the extent that the percentage
of the asset distributed to him or her exceeds a percentage of that asset
which is equal to the percentage in which he or she shares in distributions
from the limited partnership.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/606) (from Ch. 106 1/2, par. 156‑6)
(Section scheduled to be repealed on January 1, 2008)
Sec. 606.
Right to Distribution.
At the time a partner becomes entitled
to receive a distribution, he or she has the status of, and is entitled
to all remedies available to, a creditor of the limited partnership with
respect to the distribution.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/607) (from Ch. 106 1/2, par. 156‑7)
(Section scheduled to be repealed on January 1, 2008)
Sec. 607.
Limitations on Distribution.
A partner may not receive a distribution
from a limited partnership to the extent that, after giving effect to the
distribution, all liabilities of the limited partnership, other than liabilities
to partners on account of their partnership interests, exceed the fair value
of the partnership assets.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/608) (from Ch. 106 1/2, par. 156‑8)
(Section scheduled to be repealed on January 1, 2008)
Sec. 608.
Liability upon Return of Contribution.
(a) If a partner
has received the return of any part of his or her contribution without violation
of the certificate of limited partnership, the partnership agreement or
this Act, he or she is liable to the limited partnership for a period of
one year thereafter for the amount of the returned contribution, but only
to the extent necessary to discharge the limited partnership's liabilities
to creditors who extended credit to the limited partnership during the
period the contribution was held by the partnership.
(b) If a partner has received the return of any part of his or her contribution
in violation of the certificate of limited partnership, the partnership
agreement or this Act, he or she is liable to the limited partnership for
a period of 6 years thereafter for the amount of the contribution wrongfully returned.
(c) A partner receives a return of his or her contribution to the extent
that a distribution to him or her reduces his or her share of the fair value
of the net assets of the limited partnership below the value (as set forth
in the records of the limited
partnership required to be kept pursuant to Section 104) of his or her contribution
which has not been distributed to him or her.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
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