§ 7-12.1-405. Sharing of and right to distributions before dissolution. [Effective January 1, 2023.]
(a) Any distribution made by a partnership before its dissolution and winding up must be in equal shares among partners, except to the extent necessary to comply with a transfer effective under § 7-12.1-503 or charging order in effect under § 7-12.1-504.
(b) Subject to § 7-12.1-701, a person has a right to a distribution before the dissolution and winding up of a partnership only if the partnership decides to make an interim distribution.
(c) A person does not have a right to demand or receive a distribution from a partnership in any form other than money. Except as otherwise provided in § 7-12.1-806, a partnership may distribute an asset in kind only if each part of the asset is fungible with each other part and each person receives a percentage of the asset equal in value to the person’s share of distributions.
(d) If a partner or transferee becomes entitled to receive a distribution, the partner or transferee has the status of, and is entitled to all remedies available to, a creditor of the partnership with respect to the distribution. However, the partnership’s obligation to make a distribution is subject to offset for any amount owed to the partnership by the partner or a person dissociated as partner on whose account the distribution is made.
History of Section.P.L. 2022, ch. 123, § 2, effective January 1, 2023; P.L. 2022, ch. 124, § 2, effective January 1, 2023.
Structure Rhode Island General Laws
Title 7 - Corporations, Associations and Partnerships
Chapter 7-12.1 - Uniform Partnership Act [Effective January 1, 2023.]
Article 4 - Relations of Partners to Each Other and to Partnership [Effective January 1, 2023.]
Section 7-12.1-401. - Partner’s rights and duties. [Effective January 1, 2023.]
Section 7-12.1-402. - Becoming partner. [Effective January 1, 2023.]
Section 7-12.1-403. - Form of contribution. [Effective January 1, 2023.]
Section 7-12.1-404. - Liability for contribution. [Effective January 1, 2023.]
Section 7-12.1-409. - Standards of conduct for partners. [Effective January 1, 2023.]
Section 7-12.1-410. - Actions by partnership and partners. [Effective January 1, 2023.]