Texas Business Organizations Code 153.504 – Disposition of Assets
Terms Used In Texas Business Organizations Code 153.504
- Assets: (1) The property comprising the estate of a deceased person, or (2) the property in a trust account.
- Law: means , unless the context requires otherwise, both statutory and common law. See Texas Business Organizations Code 1.002
- Liabilities: The aggregate of all debts and other legal obligations of a particular person or legal entity.
- Limited partnership: means a partnership that is governed as a limited partnership under Title 4 and that has one or more general partners and one or more limited partners. See Texas Business Organizations Code 1.002
- 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.
- Partnership: means an entity governed as a partnership under Title 4. See Texas Business Organizations Code 1.002
On the winding up of a limited partnership, its assets shall be paid or transferred as follows:
(1) to the extent otherwise permitted by law, to creditors, including partners who are creditors other than solely because of the application of § 153.207, for the payment or the making of reasonable provision for payment to satisfy the liabilities of the limited partnership;
(2) unless otherwise provided by the partnership agreement, to partners and former partners to satisfy the partnership’s liability for distributions under § 153.111 or 153.209; and
(3) unless otherwise provided by the partnership agreement, to partners first for the return of their capital and second with respect to their partnership interests, in the proportions provided by Sections 153.208(a) and (b).