                                 CODE OF VIRGINIA

TRANSFER OF PARTNER&#8217;S TRANSFERABLE INTEREST (§ 50-73.107)

A. A transfer, in whole or in part, of a partner&#8217;s transferable interest
in the partnership:

   1. Is permissible;

   2. Does not by itself cause the partner&#8217;s dissociation or a dissolution
   and winding up of the partnership business; and

   3. Does not, as against the other partners or the partnership, entitle the
   transferee, during the continuance of the partnership, to participate in the
   management or conduct of the partnership business, to require access to
   information concerning partnership transactions, or to inspect or copy the
   partnership books or records.

B. A transferee of a partner&#8217;s transferable interest in the partnership
has a right:

   1. To receive, in accordance with the transfer, distributions to which the
   transferor would otherwise be entitled;

   2. To receive upon the dissolution and winding up of the partnership business,
   in accordance with the transfer, the net amount otherwise distributable to the
   transferor; and

   3. To seek under subdivision 6 of &#xA7; 50-73.117 a judicial determination
   that it is equitable to wind up the partnership business.

C. In a dissolution and winding up, a transferee is entitled to an account of
partnership transactions only from the date of the latest account agreed to by
all of the partners.

D. Upon transfer, the transferor retains the rights and duties of a partner
other than the interest in distributions transferred.

E. A partnership need not give effect to a transferee&#8217;s rights under this
section until it has notice of the transfer.

F. A transfer of a partner&#8217;s transferable interest in the partnership in
violation of a restriction or prohibition on transfer contained in the
partnership agreement is ineffective as to a person having notice of the
restriction at the time of transfer.

HISTORY: 1996, c. 292.