California Corporations Code 15911.30 – A dissenting interest loses its status as a dissenting interest and …
A dissenting interest loses its status as a dissenting interest and the holder thereof ceases to be a dissenting limited partner and ceases to be entitled to require the limited partnership to purchase the interest upon the happening of any of the following:
(a) The limited partnership abandons the reorganization. Upon abandonment of the reorganization, the limited partnership shall pay, on demand, to any dissenting limited partner who has initiated proceeding in good faith under this article, all reasonable expenses incurred in such proceedings and reasonable attorneys’ fees.
Terms Used In California Corporations Code 15911.30
- Complaint: A written statement by the plaintiff stating the wrongs allegedly committed by the defendant.
- dissenting interest: means the interest of a limited partner that satisfies all of the following conditions:
California Corporations Code 15911.21
- dissenting limited partner: means the recordholder of a dissenting interest, and includes an assignee of record of such an interest. See California Corporations Code 15911.21
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
(b) The interest is transferred prior to its submission for endorsement in accordance with Section 15911.23.
(c) The dissenting limited partner and the limited partnership do not agree upon the status of the interest as a dissenting interest or upon the purchase price of the dissenting interest, and neither files a complaint nor intervenes in a pending action, as provided in Section 15911.25, within six months after the date upon which notice of the approval of the reorganization by the requisite vote or consent of limited partners was mailed to the limited partner.
(d) The dissenting limited partner, with the consent of the limited partnership, withdraws such limited partner’s demand for purchase of the dissenting interest.
(Added by Stats. 2006, Ch. 495, Sec. 20. Effective January 1, 2007. Section operative January 1, 2008, pursuant to Section 15912.04.)