Tex. Bus. Orgs. Code Section 152.404
Rights and Duties of Transferee


(a)

A transferee of a partner’s partnership interest is entitled to receive, to the extent transferred, distributions to which the transferor otherwise would be entitled.

(b)

If an event requires a winding up of partnership business under Subchapter I, a transferee is entitled to receive, to the extent transferred, the net amount otherwise distributable to the transferor.

(c)

Until a transferee becomes a partner, the transferee does not have liability as a partner solely as a result of the transfer.

(d)

For a proper purpose the transferee may require reasonable information or an account of a partnership transaction and make reasonable inspection of the partnership books. In a winding up of partnership business, a transferee may require an accounting only from the date of the latest account agreed to by all of the partners.

(e)

Until receipt of notice of a transfer, a partnership is not required to give effect to a transferee’s rights under this section and Sections 152.401-152.403.
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.

Source: Section 152.404 — Rights and Duties of Transferee, https://statutes.­capitol.­texas.­gov/Docs/BO/htm/BO.­152.­htm#152.­404 (accessed Mar. 23, 2024).

152.001
Definitions
152.002
Effect of Partnership Agreement
152.003
Supplemental Principles of Law
152.004
Rule of Statutory Construction Not Applicable
152.005
Applicable Interest Rate
152.051
Partnership Defined
152.052
Rules for Determining if Partnership Is Created
152.053
Qualifications to Be Partner
152.054
False Representation of Partnership or Partner
152.055
Authority of Certain Professionals to Create Partnership
152.056
Partnership as Entity
152.101
Nature of Partnership Property
152.102
Classification as Partnership Property
152.201
Admission as Partner
152.202
Credits of and Charges to Partner
152.203
Rights and Duties of Partner
152.204
General Standards of Partner’s Conduct
152.205
Partner’s Duty of Loyalty
152.206
Partner’s Duty of Care
152.207
Standards of Conduct Applicable to Person Winding up Partnership Business
152.208
Amendment to Partnership Agreement
152.209
Decision-making Requirement
152.210
Partner’s Liability to Partnership and Other Partners
152.211
Remedies of Partnership and Partners
152.212
Books and Records of Partnership
152.213
Information Regarding Partnership
152.214
Certain Third-party Obligations Not Affected
152.301
Partner as Agent
152.302
Binding Effect of Partner’s Action
152.303
Liability of Partnership for Conduct of Partner
152.304
Nature of Partner’s Liability
152.305
Remedy
152.306
Enforcement of Remedy
152.307
Extension of Credit in Reliance on False Representation
152.308
Partner’s Partnership Interest Subject to Charging Order
152.401
Transfer of Partnership Interest
152.402
General Effect of Transfer
152.403
Effect of Transfer on Transferor
152.404
Rights and Duties of Transferee
152.405
Power to Effect Transfer or Grant of Security Interest
152.406
Effect of Death or Divorce on Partnership Interest
152.501
Events of Withdrawal
152.502
Effect of Event of Withdrawal on Partnership and Other Partners
152.503
Wrongful Withdrawal
152.504
Withdrawn Partner’s Power to Bind Partnership
152.505
Effect of Withdrawal on Partner’s Existing Liability
152.506
Liability of Withdrawn Partner to Third Party
152.0551
Partnerships Formed by Physicians and Physician Assistants
152.601
Redemption if Partnership Not Wound up
152.602
Redemption Price
152.603
Contribution Obligation
152.604
Setoff for Certain Damages
152.605
Accrual of Interest
152.606
Indemnification of Withdrawn Partner
152.607
Demand or Payment of Estimated Redemption
152.608
Deferred Payment on Wrongful Withdrawal
152.609
Action to Determine Terms of Redemption
152.610
Deferred Payment on Winding up Partnership
152.611
Redemption of Transferee’s Partnership Interest
152.612
Action to Determine Transferee’s Redemption Price
152.701
Effect of Event Requiring Winding up
152.702
Persons Eligible to Wind up Partnership Business
152.703
Rights and Duties of Person Winding up Partnership Business
152.704
Binding Effect of Partner’s Action After Event Requiring Winding up
152.705
Partner’s Liability to Other Partners After Event Requiring Winding up
152.706
Disposition of Assets
152.707
Settlement of Accounts
152.708
Contributions to Discharge Obligations
152.709
Cancellation or Revocation of Event Requiring Winding Up
152.710
Reinstatement
152.801
Liability of Partner
152.802
Registration
152.803
Name
152.805
Limited Partnership
152.806
Annual Report
152.901
General
152.902
Name
152.903
Activities Not Constituting Transacting Business
152.904
Registered Agent and Registered Office
152.905
Registration Procedure
152.906
Withdrawal of Registration
152.907
Effect of Certificate of Withdrawal
152.908
Renewal of Registration
152.909
Action by Secretary of State
152.910
Effect of Failure to Register
152.911
Amendment
152.912
Execution of Application for Amendment
152.913
Execution of Statement of Change of Registered Office or Registered Agent
152.914
Revocation of Registration by Secretary of State

Accessed:
Mar. 23, 2024

§ 152.404’s source at texas​.gov