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of the Partners agree to such termination. In such
event, the interest of the Partners shall be settled
and adjusted in the same manner, and upon the same
basis as provided in the death or disability of a
Partner.
Before the 1984 amendments, the book value price formula in
the partnership buy-sell agreements was different. Formerly, the
purchase price was determined as of the end of the month
immediately preceding the sales event and was computed by
multiplying the book value of the partnership (less any
withdrawals made by the partners after the end of the preceding
month) by the Selling Partner’s percentage interest in
partnership net profits (percentage of total partners’ capital
formula).20
At times, members of the True family formally waived their
purchase rights under the various True companies’ buy-sell
agreements. For example, in connection with the merger of Black
Hills Oil into Black Hills Trucking in 1980, the True family
agreed to waive any Black Hills Trucking buy-sell provision that
would restrict the exchange of stock between the two companies.
In April 1981, the True family waived the Belle Fourche buy-sell
provision requiring all purchases to be in proportion to the
20The percentage of total partners’ capital formula first
appeared in the amended partnership agreement between Dave True,
Jean True, and the True children dated Aug. 1, 1973. However,
the original partnership agreement between Dave and Jean True
dated June 1, 1954, calculated the purchase price based on the
selling partner’s capital account balance at the close of the
month closest to the sales event.
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