Disposition of partnership interest Sample Clauses

Disposition of partnership interest. If an S corporation disposes of its part- nership interest, the amount that may be treated as recognized built-in gain may not exceed the excess (if any) of the S corporation’s RBIG limitation over its partnership RBIG during the recognition period. Similarly, the amount that may be treated as recog- nized built-in loss may not exceed the excess (if any) of the S corporation’s RBIL limitation over its partnership RBIL during the recognition period.
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Disposition of partnership interest. X is a C corporation that elects to become an S corporation on January 1, 1996. On that date, X owns a 50 percent interest in partner- ship P with a RBIG limitation of $200,000 and a RBIL limitation of $0. P owns (among other assets) Blackacre with a basis of $20,000 and a value of $140,000. In 1996, P sells Blackacre for $140,000 and recognizes a gain of $120,000 of which $60,000 is included in X’s distributive share and treated as a partner- ship 1374 item. X’s net recognized built-in gain for 1996 computed without partnership 1374 items is $95,000 and with partnership 1374 items is $155,000. Thus, X has a partnership RBIG of $60,000. In 1999, X sells its entire in- terest in P for $350,000 and recognizes a gain of $250,000. Under paragraph (i)(3) of this sec- tion, X’s recognized built-in gain on the sale is limited by its RBIG limitation to $140,000 ($200,000¥$60,000=$140,000).
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Disposition of partnership interest. A Partner shall not, whether voluntarily or by operation of law, sell, transfer, give, assign, mortgage, hypothecate, pledge, grant a security interest in or otherwise dispose of, distribute or encumber (each, a "TRANSFER") all or a portion of its interest in the Partnership ("INTEREST") without first complying with the provisions of this Article VIII. A Transfer of any equity interest in any Partner, or any option, warrant, or other right to acquire any equity interest in any Partner, to any person who was not an owner of any equity interest of that Partner immediately prior to the Transfer shall be treated as a Transfer subject to the right of first refusal pursuant to this Article VIII.
Sample 1

Related to Disposition of partnership interest

  • Redemption of Partnership Interests of Ineligible Holders (a) If at any time a Limited Partner fails to furnish an Eligibility Certificate or any other information requested within the period of time specified in Section 4.9, or if upon receipt of such Eligibility Certificate or other information the General Partner determines, with the advice of counsel, that a Limited Partner is an Ineligible Holder, the Partnership may, unless the Limited Partner establishes to the satisfaction of the General Partner that such Limited Partner is not an Ineligible Holder or has transferred his Limited Partner Interests to a Person who is not an Ineligible Holder and who furnishes an Eligibility Certificate to the General Partner prior to the date fixed for redemption as provided below, redeem the Limited Partner Interest of such Limited Partner as follows:

  • Purchase or Sale of Partnership Interests The General Partner may cause the Partnership to purchase or otherwise acquire Partnership Interests or Derivative Partnership Interests. As long as Partnership Interests are held by any Group Member, such Partnership Interests shall not be considered Outstanding for any purpose, except as otherwise provided herein. The General Partner or any Affiliate of the General Partner may also purchase or otherwise acquire and sell or otherwise dispose of Partnership Interests for its own account, subject to the provisions of Articles IV and X.

  • Rights of Assignees of Partnership Interests (a) Subject to the provisions of Sections 9.1 and 9.2 hereof, except as required by operation of law, the Partnership shall not be obligated for any purposes whatsoever to recognize the assignment by any Limited Partner of its Partnership Interest until the Partnership has received notice thereof.

  • CAPITAL CONTRIBUTIONS AND ISSUANCE OF PARTNERSHIP INTERESTS Section 5.1 Organizational Contributions 32 Section 5.2 Contributions by the General Partner and its Affiliates 33 Section 5.3 Contributions by Initial Limited Partners 33 Section 5.4 Interest and Withdrawal 33 Section 5.5 Capital Accounts 33 Section 5.6 Issuances of Additional Partnership Interests and Derivative Instruments 36 Section 5.7 Conversion of Subordinated Units 37 Section 5.8 Limited Preemptive Right 37 Section 5.9 Splits and Combinations 38 Section 5.10 Fully Paid and Non-Assessable Nature of Limited Partner Interests 38 Section 5.11 Issuance of Common Units in Connection with Reset of Incentive Distribution Rights 38

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