Colorado § 7-60-127 - Assignment of partner's interest.

§ 7-60-127. Assignment of partner's interest.

(1) A conveyance by a partner of the partner's interest in the partnership does not of itself dissolve the partnership, nor, as against the other partners in the absence of agreement, entitle the assignee, during the continuance of the partnership, to interfere in the management or administration of the partnership business or affairs, to require any information or account of partnership transactions, or to inspect the partnership books; but it merely entitles the assignee to receive in accordance with the assignee's contract the profits to which the assigning partner would otherwise be entitled.

(2) In a dissolution of the partnership, the assignee is entitled to receive the assignor's interest and may require an account only from the date of the last account agreed to by all the partners.

Source: L. 31: p. 659, § 27. CSA: C. 123, § 27. CRS 53: § 104-1-27. C.R.S. 1963: § 104-1-27. L. 2004: Entire section amended, p. 1426, § 86, effective July 1.

ANNOTATION

Law reviews. For article, "Non-Tax Advantages of the Revocable Trust (With Emphasis on Use as Will Substitute)", see 37 Dicta 333 (1960).

Purpose of section. Where a partner assigns his rights to profits, but the remaining partners have not agreed to admit the assignee as a partner, this section assures that the assignee does not become a partner without the consent of the remaining partners in contravention of § 7-60-118 (1)(g). Hence, the provision that the partnership is not dissolved merely protects the original parties from an unwanted partner or from a finding of partnership from the fact of the assignee's receipt of a share of the profits. Wester & Co. v. Nestle, 669 P.2d 1046 (Colo. App. 1983).

Applied in In re Dews, 152 B.R. 982 (Bankr. D. Colo. 1993).