2005 Illinois Code - 805 ILCS 210/ Revised Uniform Limited Partnership Act. Article 7 - Assignment Of Partnership Interests
(805 ILCS 210/Art. 7 heading)
(Article scheduled to be repealed on January 1, 2008)
ARTICLE 7
Assignment of Partnership Interests
(Source: P.A. 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/701) (from Ch. 106 1/2, par. 157‑1)
(Section scheduled to be repealed on January 1, 2008)
Sec. 701.
Nature of Partnership Interest.
A partnership interest is
personal property.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/702) (from Ch. 106 1/2, par. 157‑2)
(Section scheduled to be repealed on January 1, 2008)
Sec. 702.
Assignment of a Partnership Interest.
(a) Except as provided
in the partnership agreement:
(1) a partnership interest is assignable in whole or
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(2) an assignment of a partnership interest does not
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dissolve a limited partnership or entitle the assignee to become a partner or to exercise any rights or powers of a partner;
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(3) an assignment of a partnership interest entitles
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the assignee to share in such profits and losses, to receive such distribution or distributions, and to receive such allocation of income, gain, loss, deduction, or credit or similar item to which the assignor was entitled, to the extent assigned; and
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(4) a partner ceases to be a partner and to have the
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power to exercise any rights or powers of a partner upon the assignment of all of his or her partnership interest. Unless otherwise provided in a partnership agreement, the pledge of, or granting of a security interest, lien, or other encumbrance in or against, any or all of the partnership interest of a partner shall not cause the partner to cease to be a partner or to have the power to exercise any rights or powers of a partner.
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(b) The partnership agreement may provide that a partner's interest in a
limited partnership may be evidenced by a certificate of partnership interest
issued by the limited partnership and may also provide for the assignment or
transfer of any partnership interest represented by such a certificate and make
other provisions with respect to such certificates.
(c) Unless otherwise provided in a partnership agreement and except to the
extent assumed by agreement, until an assignee of a partnership interest
becomes a partner, the assignee shall have no liability as a partner solely as
a result of the assignment.
(d) Unless otherwise provided in the partnership agreement, a limited
partnership may acquire, by purchase, redemption, or otherwise, any partnership
interest or other interest of a partner in the limited partnership. Unless
otherwise provided in the partnership agreement, any such interest so acquired
by the limited partnership shall be deemed canceled.
(Source: P.A. 91‑762, eff. 1‑1‑01; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
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(805 ILCS 210/703) (from Ch. 106 1/2, par. 157‑3)
(Section scheduled to be repealed on January 1, 2008)
Sec. 703.
Rights of Creditor.
On application to a court of competent
jurisdiction by any judgment creditor of a partner, the court may charge
the partnership interest of the partner with payment of the unsatisfied
amount of the judgment with interest. To the extent so charged, the judgment
creditor has only the rights of an assignee of the partnership interest
to receive distributions. This Act does not deprive any partner of the
benefit of any exemption laws applicable to his or her partnership interest.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/704) (from Ch. 106 1/2, par. 157‑4)
(Section scheduled to be repealed on January 1, 2008)
Sec. 704.
Rights of Assignee.
(a) An assignee of a partnership interest,
including an assignee of a general partner, who has become a limited partner
has, and an assignee who is entitled to exercise the rights of a limited
partner pursuant to the partnership agreement has, to the extent assigned,
the rights and powers, and is subject to the restrictions and liabilities,
of a limited partner under the partnership agreement and this Act. An assignee
who is entitled to exercise the rights of a partner pursuant to the partnership
agreement or who becomes a limited partner also is liable for the obligations
of his assignor to make and return contributions as provided in Articles
5 and 6. However, the assignee is not obligated for liabilities unknown
to the assignee at the time of the effectiveness of the assignment.
(b) If an assignee of a partnership interest becomes a limited partner,
the assignor is not released from his or her liability to the limited
partnership under Sections 207, 502 and 608.
(Source: P.A. 84‑1412; 93‑967, eff. 1‑1‑05. Repealed on 1‑1‑2008 by 805 ILCS 215/1401.)
(805 ILCS 210/705) (from Ch. 106 1/2, par. 157‑5)
(Section scheduled to be repealed on January 1, 2008)
Sec. 705.
Power of Estate of Deceased or Incompetent Partner.
If a
partner who is an individual dies or a court of competent jurisdiction adjudges
him or her to be incompetent to manage his or her person or his or her
property, the partner's executor, administrator, guardian, conservator, or other legal
representative may exercise all the partner's rights for the purpose of
settling his or her estate or administering his or her property, including
any power the partner had to give an assignee the right to become a limited
partner. If a partner is a corporation, trust, or other entity and is
dissolved or terminated, the powers of that partner may be exercised by its legal
representative or successor.
(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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