16-18-603. Transfer of transferable interest.
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/ut/title-16/chapter-18/16-18-603A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
Effective 10/1/2026
16-18-603. Transfer of transferable interest.
(1)A transfer, in whole or in part, of a transferable interest:
(a)is permissible;
(b)does not by itself cause a person's dissociation or a dissolution and winding up of the partnership's activities and affairs; and
(c)subject to Section 16-18-605 , does not entitle the transferee to:
(i)participate in the management or conduct of the partnership's activities and affairs; or
(ii)except as otherwise provided in Subsection
(3), have access to records or other information concerning the partnership's activities and affairs.
(2)A transferee has the right to:
(a)receive, in accordance with the transfer, distributions to which the transferor would otherwise be entitled; and
(b)seek under Subsection 16-18-901(5) a judicial determination that it is equitable to wind up the partnership's activities and affairs.
(3)In a dissolution and winding up of a partnership, a transferee is entitled to an account of the partnership's transactions only from the date of the last account agreed to by the partners.
(4)A partnership need not give effect to a transferee's rights under this section until the partnership knows or has notice of the transfer.
(5)A transfer of a transferable interest in violation of a restriction on transfer contained in the partnership agreement is ineffective as to a person having knowledge or notice of the restriction at the time of transfer.
(6)Except as otherwise provided in Subsection 16-18-701(4)(b) , if a partner transfers a transferable interest, the transferor retains the rights of a partner other than the transferable interest transferred and retains all duties and obligations of a partner.
(7)If a partner transfers a transferable interest to a person that becomes a partner with respect to the transferred interest, the transferee is liable for the transferor's obligations under Sections 16-18-502 and 16-18-505 known to the transferee when the transferee becomes a partner.
Renumbered and Amended by Chapter 93 , 2026 General Session