Form of distribution

Except as provided in writing in the partnership agreement, a partner, regardless of the nature of his contribution, has no right to demand or to receive any distribution from a limited partnership in any form other than cash. Except as provided in writing in the partnership agreement, a partner may not be compelled to accept a distribution of any asset in kind from a limited partnership to the extent that the percentage of the asset distributed to him exceeds a percentage of that asset which is equal to the percentage in which he shares in distributions from the limited partnership. (Code 1981, § 14-9-605, enacted by Ga. L. 1988, p. 1016, § 1.) 1023 14-9-605 CORPORATIONS & PARTNERSHIPS Note to Georgia Revised Uniform Limited Partnership Act This section provides that, subject to contrary provision in the partnership agreement, a partner has no right to demand or receive a distribution other than in cash, and cannot be compelled to accept a distribution in kind except to the extent specified in the section. Prior Georgia Law Section 14-9A-47(c) provides that a limited partner, without consent of other partners, may ‘‘demand and receive’’ only cash. Comparison With Official RULPA The Section has been changed from the official version to clarify that a partner can neither demand nor receive a distribution in kind, and thus may not receive such a distribution even if he did not demand it, unless the partners otherwise agree. This was probably the intent of RULPA. Cross-References Limited partner’s right to withdraw: § 14-9-603. Limited partner’s right to distribution on withdrawal: § 14-9-604.