O.C.G.A.

O.C.G.A. § 14-8-26 (2019)

Interest of partner in partnership

✓ O.C.G.A. — 2019 edition (Public.Resource.Org Release 73)

Code text and O.C.G.A. statutory annotations on this page reflect the 2019 Official Code of Georgia Annotated (Public.Resource.Org Release 73, 2019-08-21; public domain per Georgia v. Public.Resource.Org, 2020). The Syfert case-law annotations in Notes of Decisions, below, are current.

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A partner’s interest in the partnership is his share of the profits and surplus, and the same is personal property.

History

(Code 1981, § 14-8-26, enacted by Ga. L. 1984, p. 1439, § 1.)

Annotations

COMMENT Note to Uniform Partnership Act This section describes the partner’s interest in the partnership entity, as distinguished from his interest in specific partnership property. Prior Georgia Law There was no comparable provision. As is discussed in the Comment to § 14-8-25, prior Georgia law recognized that a partner’s interest was in the partnership entity rather than in specific partnership property with respect to assignability, the rights of creditors of individual partners to reach partnership property, and the application of the year’s support provision. However, prior O.C.G.A. § 14-8-48 was inconsistent with this section in providing that partnership real estate is considered personal property in equity only to the extent necessary to pay debts. Official UPA This section is the same as the official version. Cross-References Partner’s right to share in the profits and surplus: §§ 14-8-18(1) and 14-8-40(1)-(3). Definition and description of a partner’s interest in specific partnership property: § 14-8-25. JUDICIAL DECISIONS Profits means net, and not gross, income. Arford v. Blalock, 199 Ga. App. 434, 405 S.E.2d 698, cert. denied, 199 Ga. App. 906, 405 S.E.2d 698 (1991), aff ’d sub nom., Wilensky v. Blalock, 262 Ga. 95, 414 S.E.2d 1 (1992), overruled on other grounds Jordan v. Moses, 291 Ga. 39, 727 S.E.2d 460 (2012).

No profits and surplus. - Partnership which was indebted to defendant in the amount of $524,030 had no ‘‘profits and surplus.’’ Tidwell v. Central Sav. Bank (In re Hunt), 154 Bankr. 1016 (Bankr. M.D. Ga. 1993). Cited in DM II, Ltd. v. Hospital Corp. of Am., 130 F.R.D. 469 (N.D. Ga. 1989).

RESEARCH REFERENCES Am. Jur. 2d. - 59A Am. Jur. 2d, Partnership, § 234 et seq. C.J.S. - 68 C.J.S., Partnership, § 145 et seq.

ALR. - Effect of § 26 of Uniform Partnership Act as converting realty into personalty, 80 ALR2d 1107.

Notes of Decisions

Cited in 4 cases, 1989–1998 · leading case: Arford v. Blalock, 405 S.E.2d 698 (Ga. Ct. App. 1991).

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Arford v. Blalock, 405 S.E.2d 698 (Ga. Ct. App. 1991). · cites it 2× “” OCGA § 14-8-26. Profits, of course, means net, and not gross, income.”

Prodigy Centers/Atlanta v. T-C Assocs., 501 S.E.2d 209 (Ga. 1998). · cites it 2× “” OCGA § 14-8-26. See OCGA § 14-9A-70. The “interest in the partnership” is but one of the general partner’s property rights: the general partner also has rights in specific partnership property and the right to participate in the management of the limited partnership.”

DM II, Ltd. v. Hosp. Corp. of Am., 130 F.R.D. 469 (N.D. Ga. 1989). · cites it 2× “Though each partner is ultimately entitled to his respective share of the partnership profits, O.C.G.A. § 14-8-26, these profits are distributed to the partners through the partnership in a manner consistent with their respective interests in the partnership business.”

Tidwell v. Cent. Sav. Bank, F.S.B. (In re Hunt), 154 B.R. 1016 (D. Ga. 1993). · cites it 2× “§ 547 (b), as there was no transfer of “property of the debtor”; trustee’s only interest in partnership property was right to demand partner’s share after an accounting and payment of partnership liabilities). 875 F.2d at 670 . Under Georgia law, “A partner’s interest in the…”

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