§ 1782.435 — Dissenting partners

Ohio § 1782.435

• Jurisdiction: Ohio
• Title 17: Corporations-Partnerships
• Ch. 1782: Limited Partnerships

Text

(A) Unless otherwise provided in writing in the partnership agreement of a constituent domestic limited partnership, the following are entitled to relief as dissenting partners as provided in section1782.436of the Revised Code:

(1) Partners of a domestic limited partnership that is being merged or consolidated into a surviving or new entity, domestic or foreign, pursuant to section1782.431or1782.432of the Revised Code;

(2) In the case of a merger into a domestic limited partnership, partners of the surviving domestic limited partnership who under section1782.431of the Revised Code are entitled to vote or act on the adoption of an agreement or merger, but only as to the interests so entitling them to vote or act;

(3) Partners of a domestic limited partnership that is being converted into a converted entity pursuant to section1782.439of the Revised Code.

(B) Unless otherwise expressly agreed to in writing, a general partner of any constituent partnership shall be liable to the partners of the constituent partnership for any amount payable to them pursuant to section1782.436of the Revised Code as if the amount payable were an existing liability of the constituent partnership at the time of the merger or consolidation.

Legislative History

Effective: October 12, 2006 | Latest Legislation: House Bill 301 - 126th General Assembly