Tex. Bus. Orgs. Code § 153.162 · Subchapter D. GENERAL PARTNERS
LIABILITY FOR WRONGFUL WITHDRAWAL.
Text — Current through the 89th 2nd Called Legislative Session, 2025
(a) If a general partner's withdrawal from a limited partnership violates the partnership agreement, the partnership may recover damages from the withdrawing general partner for breach of the partnership agreement, including the reasonable cost of obtaining replacement of the services the withdrawn partner was obligated to perform.
(b) In addition to pursuing any remedy available under applicable law, the partnership may effect the recovery of damages under Subsection (a) by offsetting those damages against the amount otherwise distributable to the withdrawing general partner, reducing the limited partner interest into which the withdrawing general partner's interest may be converted under Section 153.158(a)(1), or both.
Notes and commentary — not statutory text
History
Acts 2003, 78th Leg., ch. 182, Sec. 1, eff. Jan. 1, 2006.
Source of truth
- Edition
- Current through the 89th 2nd Called Legislative Session, 2025
- Official file
- https://statutes.capitol.texas.gov/Docs/BO/htm/BO.153.htm
- Text hash
- sha256 c58e2e658fc20c748174458c22265a7be7cacc3ae4ca77efadeb1525b742c590
- Composed by
- compose_tx.py 2026-10-05: the Legislative Council's chapter files read in document order; verify_tx.py's independent reading (lxml DOM walk) agrees character for character
This section cites
Provisions in this library that the text above cites, as it prints each citation. A range cited as “ss. 61.13-61.16” links its first and last provisions.
Business Organizations Code
Cited by 3 provisions
Provisions in this library whose text cites Tex. Bus. Orgs. Code § 153.162. Each shows the citation as that text prints it.
Business Organizations Code
- Tex. Bus. Orgs. Code § 153.158EFFECT OF WITHDRAWAL.Printed as Section 153.162
- Tex. Bus. Orgs. Code § 153.161LIABILITY OF GENERAL PARTNER FOR DEBT INCURRED AFTER EVENT OF WITHDRAWAL.Printed as Section 153.162
- Tex. Bus. Orgs. Code § 153.255LIABILITY OF ASSIGNOR.Printed as Sections 153.105, 153.112, and 153.162
Procedural information only. Not legal advice and not a substitute for the advice of an attorney. Confirm the current text with the official publisher before relying on it.