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The court of appeal noted that the trial court’s denial of
Collins’s request for specific performance allowed Sunroad Asset
to do expressly what the partnership agreement and the trial
court had stated that it could not do; i.e., operate under the
buyout provisions of the partnership agreement rather than the
applicable liquidation provisions.
On April 26, 2002, respondent mailed another copy of the
FPAA to Collins in his capacity as a notice partner of HCMP.
When the tax matters partner of HCMP did not timely petition this
Court to readjust partnership items, see sec. 6226(a), Collins,
as an HCMP notice partner, filed his petition with the Court on
August 15, 2002. Collins’s petition to this Court is timely
under section 6226(b)(1).
On January 15, 2003, upon remand of the lawsuit from the
court of appeal, the trial court entered a minute order that
directed specific performance of the partnership agreement as
requested by Collins. The minute order also noted that HCMP had
not been wound up as initially determined by the trial court and
that Collins, as a partner in HCMP, was entitled to his share of
leasehold profits from November 18, 1998, through the date on
which the marina was sold in the open market. The minute order
directed the Sunroad defendants to “account for and restore to
Plaintiff his share of the profits as defined by the HCMP
partnership agreement generated from and after November 18, 1998,
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