Texas Business Organizations Code - Section 152.503. Wrongful Withdrawal; Liability
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Texas Lawyer > Business Organizations Code > Texas Business Organizations Code - Section 152.503. Wrongful Withdrawal; Liability
§ 152.503. WRONGFUL WITHDRAWAL; LIABILITY. (a) At any
time before the occurrence of an event requiring a winding up of
partnership business, a partner may withdraw from the partnership
and cease to be a partner as provided by Section 152.501.
(b) A partner's withdrawal is wrongful only if:
(1) the withdrawal breaches an express provision of
the partnership agreement;
(2) in the case of a partnership for a definite term or
particular undertaking or for which the partnership agreement
provides for winding up on a specified event, before the expiration
of the term, the completion of the undertaking, or the occurrence of
the event, as appropriate:
(A) the partner withdraws by express will;
(B) the partner withdraws by becoming a debtor in
bankruptcy; or
(C) in the case of a partner that is not an
individual, a trust other than a business trust, or an estate, the
partner is expelled or otherwise withdraws because the partner
wilfully dissolved or terminated; or
(3) the partner is expelled by judicial decree under
Section 152.501(b)(5).
(c) In addition to other liability of the partner to the
partnership or to the other partners, a wrongfully withdrawing
partner is liable to the partnership and to the other partners for
damages caused by the withdrawal.
Acts 2003, 78th Leg., ch. 182, § 1, eff. Jan. 1, 2006.
Section: 152.402 152.403 152.404 152.405 152.406 152.501 152.502 152.503 152.504 152.505 152.506 152.601 152.602 152.603 152.604
Last modified: August 11, 2007
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