reglab/housing_qa huggingface dataset:
HI Rev Stat § 425E-503 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-503 Sharing of distributions.

 §425E-503 Sharing of distributions. A distribution by a limited partnership shall be shared among the partners on the basis of the value, as stated in the required records when the limited partnership decides to make the distribution, of the contributions the limited partnership has received from each partner. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-504 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-504 Interim distributions.

 §425E-504 Interim distributions. A partner shall not have a right to any distribution before the dissolution and winding up of the limited partnership unless the limited partnership decides to make an interim distribution. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-505 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-505 No distribution on account of dissociation.

 §425E-505 No distribution on account of dissociation. A person shall not have a right to receive a distribution on account of dissociation. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-506 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-506 Distribution in kind.

 §425E-506 Distribution in kind. A partner shall not have a right to demand or receive any distribution from a limited partnership in any form other than cash. Subject to section 425E-812(b), a limited partnership may distribute an asset in kind to the extent each partner receives a percentage of the asset equal to the partner's share of distributions. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-507 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-507 Right to distribution.

 §425E-507 Right to distribution. When a partner or transferee becomes entitled to receive a distribution, the partner or transferee has the status of, and is entitled to all remedies available to, a creditor of the limited partnership with respect to the distribution. However, the limited partnership's obligation to make a distribution is subject to offset for any amount owed to the limited partnership by the partner or dissociated partner on whose account the distribution is made. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-508 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-508 Limitations on distribution.

 §425E-508 Limitations on distribution. (a) A limited partnership may not make a distribution in violation of the partnership agreement.  (b) A limited partnership may not make a distribution if after the distribution:  (1) The limited partnership would not be able to pay its debts as they become due in the ordinary course of the limited partnership's activities; or  (2) The limited partnership's total assets would be less than the sum of its total liabilities plus the amount that would be needed, if the limited partnership were to be dissolved, wound up, and terminated at the time of the distribution, to satisfy the preferential rights upon dissolution, winding up, and termination of partners whose preferential rights are superior to those of persons receiving the distribution.  (c) A limited partnership may base a determination that a distribution is not prohibited under subsection (b) on financial statements prepared on the basis of accounting practices and principles that are reasonable in the circumstances or on a fair valuation or other method that is reasonable in the circumstances.  (d) Except as otherwise provided in subsection (g), the effect of a distribution under subsection (b) shall be measured:  (1) In the case of distribution by purchase, redemption, or other acquisition of a transferable interest in the limited partnership, as of the date money or other property is transferred or debt incurred by the limited partnership; and  (2) In all other cases, as of the date:  (A) The distribution is authorized, if the payment occurs within one hundred twenty days after that date; or  (B) The payment is made, if payment occurs more than one hundred twenty days after the distribution is authorized.  (e) A limited partnership's indebtedness to a partner incurred by reason of a distribution made in accordance with this section shall be at parity with the limited partnership's indebtedness to its general, unsecured creditors.  (f) A limited partnership's indebtedness, including indebtedness issued in connection with or as part of a distribution, shall not be considered a liability for purposes of subsection (b) if the terms of the indebtedness provide that payment of principal and interest are made only to the extent that a distribution could then be made to partners under this section.  (g) If indebtedness is issued as a distribution, each payment of principal or interest on the indebtedness shall be treated as a distribution, the effect of which is measured on the date the payment is made. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-509 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-509 Liability for improper distributions.

 §425E-509 Liability for improper distributions. (a) A general partner that consents to a distribution made in violation of section 425E-508 shall be personally liable to the limited partnership for the amount of the distribution which exceeds the amount that could have been distributed without the violation if it is established that in consenting to the distribution the general partner failed to comply with section 425E-408.  (b) A partner or transferee that received a distribution knowing that the distribution to that partner or transferee was made in violation of section 425E-508 shall be personally liable to the limited partnership but only to the extent that the distribution received by the partner or transferee exceeded the amount that could have been properly paid under section 425E-508.  (c) A general partner against which an action is commenced under subsection (a) may:  (1) Implead in the action any other person that is liable under subsection (a) and compel contribution from the person; and  (2) Implead in the action any person that received a distribution in violation of subsection (b) and compel contribution from the person in the amount the person received in violation of subsection (b).  (d) An action under this section is barred if it is not commenced within two years after the distribution. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-602 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-602 Effect of dissociation as a limited partner.

 §425E-602 Effect of dissociation as a limited partner. (a) Upon a person's dissociation as a limited partner:  (1) Subject to section 425E-704, the person shall not have further rights as a limited partner;  (2) The person's obligation of good faith and fair dealing as a limited partner under section 425E-305(b) continues only as to matters arising and events occurring before the dissociation; and  (3) Subject to section 425E-704 and article 11, any transferable interest owned by the person in the person's capacity as a limited partner immediately before dissociation shall be owned by the person as a mere transferee.  (b) A person's dissociation as a limited partner shall not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a limited partner. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-604 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-604 Person's power to dissociate as a general partner; wrongful dissociation.

 §425E-604 Person's power to dissociate as a general partner; wrongful dissociation. (a) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by express will pursuant to section 425E-603(1).  (b) A person's dissociation as a general partner is wrongful only if:  (1) It is in breach of an express provision of the partnership agreement; or  (2) It occurs before the termination of the limited partnership, and:  (A) The person withdraws as a general partner by express will;  (B) The person is expelled as a general partner by judicial determination under section 425E-603(5);  (C) The person is dissociated as a general partner by becoming a debtor in bankruptcy; or  (D) In the case of a person that is not an individual, trust other than a business trust, or estate, the person is expelled or otherwise dissociated as a general partner because it wilfully dissolved or terminated.  (c) A person that wrongfully dissociates as a general partner shall be liable to the limited partnership and, subject to section 425E-1001, to the other partners for damages caused by the dissociation. The liability shall be in addition to any other obligation of the general partner to the limited partnership or to the other partners. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-605 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-605 Effect of dissociation as a general partner.

 §425E-605 Effect of dissociation as a general partner. (a) Upon a person's dissociation as a general partner:  (1) The person's right to participate as a general partner in the management and conduct of the partnership's activities terminates;  (2) The person's duty of loyalty as a general partner under section 425E-408(b)(3) terminates;  (3) The person's duty of loyalty as a general partner under section 425E-408(b)(1) and (2) and duty of care under section 425E-408(c) continue only with regard to matters arising and events occurring before the person's dissociation as a general partner;  (4) The person may sign and deliver to the director for filing a statement of dissociation pertaining to the person and, at the request of the limited partnership, shall sign an amendment to the certificate of limited partnership which states that the person has dissociated; and  (5) Subject to section 425E-704 and article 11, any transferable interest owned by the person immediately before dissociation in the person's capacity as a general partner is owned by the person as a mere transferee.  (b) A person's dissociation as a general partner shall not of itself discharge the person from any obligation to the limited partnership or the other partners which the person incurred while a general partner. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-606 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-606 Power to bind, and liability to, limited partnership before dissolution of partnership of a person dissociated as general partner.

 §425E-606 Power to bind, and liability to, limited partnership before dissolution of partnership of a person dissociated as general partner. (a) After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under article 11, or merged out of existence under article 11, the limited partnership shall be bound by an act of the person only if:  (1) The act would have bound the limited partnership under section 425E-402 before the dissociation; and  (2) At the time the other party enters into the transaction:  (A) Less than two years has passed since the dissociation; and  (B) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner.  (b) If a limited partnership is bound under subsection (a), the person dissociated as a general partner which caused the limited partnership to be bound shall be liable:  (1) To the limited partnership for any damage caused to the limited partnership arising from the obligation incurred under subsection (a); and  (2) If a general partner or another person dissociated as a general partner is liable for the obligation, to the general partner or other person for any damage caused to the general partner or other person arising from the liability. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-607 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-607 Liability to other persons of person dissociated as a general partner.

 §425E-607 Liability to other persons of person dissociated as a general partner. (a) A person's dissociation as a general partner shall not of itself discharge the person's liability as a general partner for an obligation of the limited partnership incurred before dissociation. Except as otherwise provided in subsections (b) and (c), the person shall not be liable for a limited partnership's obligation incurred after dissociation.  (b) A person whose dissociation as a general partner resulted in a dissolution and winding up of the limited partnership's activities shall be liable to the same extent as a general partner under section 425E-404 on an obligation incurred by the limited partnership under section 425E-804.  (c) A person that has dissociated as a general partner but whose dissociation did not result in a dissolution and winding up of the limited partnership's activities shall be liable on a transaction entered into by the limited partnership after the dissociation only if:  (1) A general partner would be liable on the transaction; and  (2) At the time the other party enters into the transaction:  (A) Less than two years has passed since the dissociation; and  (B) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner.  (d) By agreement with a creditor of a limited partnership and the limited partnership, a person dissociated as a general partner may be released from liability for an obligation of the limited partnership.  (e) A person dissociated as a general partner shall be released from liability for an obligation of the limited partnership if the limited partnership's creditor, with notice of the person's dissociation as a general partner but without the person's consent, agrees to a material alteration in the nature or time of payment of the obligation. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-701 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-701 Partner's transferable interest.

 §425E-701 Partner's transferable interest. The only interest of a partner which shall be transferable is the partner's transferable interest. A transferable interest shall be personal property. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-702 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-702 Transfer of partner's transferable interest.

 §425E-702 Transfer of partner's transferable interest. (a) A transfer, in whole or in part, of a partner's transferable interest:  (1) Is permissible;  (2) Shall not by itself cause the partner's dissociation or a dissolution and winding up of the limited partnership's activities; and  (3) Shall not, as against the other partners or the limited partnership, entitle the transferee to participate in the management or conduct of the limited partnership's activities, to require access to information concerning the limited partnership's transactions except as otherwise provided in subsection (c), or to inspect or copy the required information or the limited partnership's other records.  (b) A transferee has a right to receive, in accordance with the transfer:  (1) Distributions to which the transferor would otherwise be entitled; and  (2) Upon the dissolution and winding up of the limited partnership's activities the net amount otherwise distributable to the transferor.  (c) In a dissolution and winding up, a transferee shall be entitled to an account of the limited partnership's transactions only from the date of dissolution.  (d) Upon transfer, the transferor retains the rights of a partner other than the interest in distributions transferred and retains all duties and obligations of a partner.  (e) A limited partnership need not give effect to a transferee's rights under this section until the limited partnership has notice of the transfer.  (f) A transfer of a partner's transferable interest in the limited partnership in violation of a restriction on transfer contained in the partnership agreement shall be ineffective as to a person having notice of the restriction at the time of transfer.  (g) A transferee that becomes a partner with respect to a transferable interest shall be liable for the transferor's obligations under sections 425E-502 and 425E-509. However, the transferee shall not be liable for obligations unknown to the transferee at the time the transferee became a partner. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-703 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-703 Rights of creditors of partners or transferees.

 §425E-703 Rights of creditors of partners or transferees. (a) On application to a court of competent jurisdiction by any judgment creditor of a partner or transferee, the court may charge the transferable interest of the judgment debtor with payment of the unsatisfied amount of the judgment with interest. To the extent so charged, the judgment creditor has only the rights of a transferee. The court may appoint a receiver of the share of the distributions due or to become due to the judgment debtor in respect of the partnership and make all other orders, directions, accounts, and inquiries the judgment debtor might have made or which the circumstances of the case may require to give effect to the charging order.  (b) A charging order constitutes a lien on the judgment debtor's transferable interest. The court may order a foreclosure upon the interest subject to the charging order at any time. The purchaser at the foreclosure sale has the rights of a transferee.  (c) At any time before foreclosure, an interest charged may be redeemed:  (1) By the judgment debtor;  (2) With property other than limited partnership property, by one or more of the other partners; or  (3) With limited partnership property, by the limited partnership with the consent of all partners whose interests are not so charged.  (d) This chapter shall not deprive any partner or transferee of the benefit of any exemption laws applicable to the partner's or transferee's transferable interest.  (e) This section provides the exclusive remedy by which a judgment creditor of a partner or transferee may satisfy a judgment out of the judgment debtor's transferable interest. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-704 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-704 Power of estate of deceased partner.

 §425E-704 Power of estate of deceased partner. If a partner dies, the deceased partner's personal representative or other legal representative may exercise the rights of a transferee as provided in section 425E-702 and, for the purposes of settling the estate, may exercise the rights of a current limited partner under section 425E-304. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-801 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-801 Nonjudicial dissolution.

 §425E-801 Nonjudicial dissolution. Except as otherwise provided in section 425E-802, a limited partnership shall be dissolved, and its activities shall be wound up, only upon the occurrence of any of the following:  (1) The happening of an event specified in the partnership agreement;  (2) The consent of all general partners and of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective;  (3) After the dissociation of a person as a general partner:  (A) If the limited partnership has at least one remaining general partner, the consent to dissolve the limited partnership is given within ninety days after the dissociation by partners owning a majority of the rights to receive distributions as partners at the time the consent is to be effective; or  (B) If the limited partnership does not have a remaining general partner, the passage of ninety days after the dissociation, unless before the end of the period:  (i) Consent to continue the activities of the limited partnership and admit at least one general partner is given by limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective; and  (ii) At least one person is admitted as a general partner in accordance with the consent;  (4) The passage of ninety days after the dissociation of the limited partnership's last limited partner, unless before the end of the period the limited partnership admits at least one limited partner; or  (5) The signing and filing of a declaration of cancellation by the director under section 425E-809. [L 2003, c 210, pt of §1; am L 2006, c 184, §23]
HI Rev Stat § 425E-802 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-802 Judicial dissolution.

 §425E-802 Judicial dissolution. On application by a partner, the circuit court may order dissolution of a limited partnership if it is not reasonably practicable to carry on the activities of the limited partnership in conformity with the partnership agreement. [L 2003, c 210, pt of §1]
HI Rev Stat § 425E-803 (2021)
2021 Hawaii Revised Statutes|Title 23. Corporations and Partnerships|425E. Uniform Limited Partnership Act|425E-803 Winding up.

 §425E-803 Winding up. (a) A limited partnership continues after dissolution only for the purpose of winding up its activities.  (b) In winding up its activities, the limited partnership:  (1) May amend its certificate of limited partnership to state that the limited partnership is dissolved, preserve the limited partnership business or property as a going concern for a reasonable time, prosecute and defend actions and proceedings, whether civil, criminal, or administrative, transfer the limited partnership's property, settle disputes by mediation or arbitration, file a statement of termination as provided in section 425E-203, and perform other necessary acts; and  (2) Shall discharge the limited partnership's liabilities, settle and close the limited partnership's activities, and marshal and distribute the assets of the partnership.  (c) If a dissolved limited partnership does not have a general partner, a person to wind up the dissolved limited partnership's activities may be appointed by the consent of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective. A person appointed under this subsection:  (1) Has the powers of a general partner under section 425E-804; and  (2) Shall promptly amend the certificate of limited partnership to state:  (A) That the limited partnership does not have a general partner;  (B) The name of the person that has been appointed to wind up the limited partnership; and  (C) The street and mailing address of the person.  (d) On the application of any partner, the circuit court may order judicial supervision of the winding up, including the appointment of a person to wind up the dissolved limited partnership's activities, if:  (1) A limited partnership does not have a general partner and within a reasonable time following the dissolution no person has been appointed pursuant to subsection (c); or  (2) The applicant establishes other good cause. [L 2003, c 210, pt of §1]