ORS 67.200
Transfer of whole or part of partner’s transferable interest


(1)

A transfer, in whole or in part, of a partner’s transferable interest in the partnership:

(a)

Is permissible;

(b)

Does not by itself cause the partner’s dissociation or a dissolution and winding up of the partnership business; and

(c)

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.

(2)

A transferee of a partner’s transferable interest in the partnership has a right:

(a)

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

(b)

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

(c)

To seek under ORS 67.290 (Events causing dissolution and winding up of partnership business) (6) a judicial determination that it is equitable to wind up the partnership business.

(3)

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 the partners.

(4)

Upon transfer, the transferor retains the rights and duties of a partner other than the transferred interest in profits and losses of the partnership and the right to receive distributions.

(5)

A partnership need not give effect to a transferee’s rights under this section until it has notice of the transfer. Upon request, a transferee must furnish to the partnership reasonable proof of the transfer.

(6)

A transfer of a partner’s transferable interest in the partnership in violation of a restriction on transfer contained in the partnership agreement is ineffective as to a person having notice of the restriction at the time of transfer. [1997 c.775 §25]

Source: Section 67.200 — Transfer of whole or part of partner’s transferable interest, https://www.­oregonlegislature.­gov/bills_laws/ors/ors067.­html.

67.005
Definitions
67.011
Filing requirements
67.014
Filing, service, copying and certification fees
67.017
Effective time and date of document
67.021
Filing duty of Secretary of State
67.024
Appeal from actions of Secretary of State
67.027
Evidentiary effect of copy of filed document
67.030
Certificate of existence or authorization
67.033
Powers
67.040
Knowledge and notice
67.042
Effect of partnership agreement
67.044
Supplemental principles of law
67.046
Governing law
67.050
Partnership as entity
67.055
Creation of partnership
67.060
Partnership property
67.065
When property is partnership property
67.070
General powers of partnership
67.090
Partner agent of partnership
67.095
Transfer of partnership property
67.100
Partnership liable for partner’s actionable conduct
67.105
Partner’s liability
67.110
Actions by and against partnership and partners
67.115
Liability of purported partner
67.140
Partner’s rights and duties
67.145
Distributions in kind
67.150
Partner’s rights and duties with respect to information
67.155
General standards of partner’s conduct
67.160
Actions by partnership and partners
67.165
Continuation of partnership beyond definite term or particular undertaking
67.190
Partner not co-owner of partnership property
67.195
Partner’s transferable interest in partnership
67.200
Transfer of whole or part of partner’s transferable interest
67.205
Partner’s transferable interest subject to charging order
67.220
Events causing partner’s dissociation
67.225
Partner’s power to dissociate
67.230
Effect of partner’s dissociation
67.250
Purchase of dissociated partner’s interest
67.255
Dissociated partner’s power to bind and liability to partnership
67.260
Dissociated partner’s liability to other persons
67.265
Continued use of partnership name
67.290
Events causing dissolution and winding up of partnership business
67.295
Partnership continues after dissolution
67.300
Right to wind up partnership business
67.305
Partner’s power to bind partnership after dissolution
67.310
Partner’s liability to other partners after dissolution
67.315
Settlement of accounts and contributions among partners
67.340
Definitions for ORS 67.340 to 67.365
67.342
Conversion
67.344
Action on plan of conversion
67.346
Articles and plan of conversion
67.348
Effect of conversion
67.360
Merger
67.362
Action on plan of merger
67.364
Articles and plan of merger
67.365
Effect of merger
67.600
Eligibility for registration as a limited liability partnership
67.603
Application for registration
67.606
Cancellation of registration
67.610
Effect of changes in partnership on limited liability partnership status and liability of partners
67.615
Distributions to partners
67.625
Limited liability partnership name
67.635
Service of process on limited liability partnership
67.645
Annual report
67.655
Grounds for administrative revocation
67.660
Procedure for and effect of administrative revocation
67.665
Reinstatement following administrative revocation
67.670
Appeal from denial of reinstatement
67.680
Interstate application
67.700
Authority to transact business
67.705
Consequences of transacting business without authority
67.710
Application for authority to transact business
67.715
Amendment to application for authority
67.720
Limitations applicable to foreign limited liability partnerships
67.730
Name of foreign limited liability partnership
67.740
Withdrawal of foreign limited liability partnership
67.750
Grounds for revocation
67.755
Procedure for and effect of revocation
67.760
Appeal from revocation
67.765
Reinstatement of authority
67.770
Action by Attorney General
67.800
Uniformity of application and construction
67.805
Severability
67.810
Partnership subject to amendment or repeal of chapter
67.815
Short title
67.990
Penalty for signing false document
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