Plain language law

New Zealand law explained for everyone

Limited Partnerships Act 2008

General - Capital contribution and partnership interest

38: Partnership interest

You could also call this:

"What you own and are responsible for as a partner in a business"

Illustration for Limited Partnerships Act 2008

When you are a partner in a limited partnership, your partnership interest is made up of a few things. It includes your share of the partnership's assets, your right to receive money from the partnership, and any other benefits you get from the partnership agreement. It also includes any debts or responsibilities you have because of the partnership.

You can give away or sell some or all of your partnership interest to another partner in the same partnership. You can also give it away or sell it to someone who is not a partner, but only if the other partners agree to this.

The partnership agreement can change the rules about what you can do with your partnership interest, so it might say you have more or fewer rights than usual.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM1139186.

Topics:
Business > Starting a business
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37: Capital contribution, or

"What you put into a limited partnership to help it grow, like money or property"

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39: Meaning of distribution, or

"What 'distribution' means: when a limited partnership gives money, property, or discounts to its partners"

Part 2General
Capital contribution and partnership interest

38Partnership interest

  1. The partnership interest of a partner—

  2. is the partner’s—
    1. share of the assets of the limited partnership; and
      1. right to receive distributions from the limited partnership; and
        1. right to any other benefit conferred by the partnership agreement; and
        2. includes any liability or other burden of the partner in relation to the limited partnership.

          1. A partner may assign or otherwise dispose of all or part of that person’s partnership interest to—

          2. another partner of the same limited partnership:
            1. any other person if approved by a resolution of the limited partnership.

              1. However, the partnership agreement may extend, vary, restrict, or exclude a partner’s right to assign that person’s partnership interest.