Tex. Business Organizations Code § 153.162
LIABILITY FOR WRONGFUL WITHDRAWAL
Texas · Texas Business Organizations Code · Status: effective
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- Citation
- Tex. Business Organizations Code § 153.162, LIABILITY FOR WRONGFUL WITHDRAWAL, Texas, version 1 as recorded 2026-07-09, yourstate.us, https://yourstate.us/provision/584121
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Full text
(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for breach of the partnership agreement, including the reasonable cost of obtaining replacement of the services the withdrawn partner was obligated to perform.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.