The Elm Street Partnership is a limited partnership in which Arlo is the sole general partner and Brandi and Charles are the limited partners. Now the partnership is being dissolved, and Brandi wants her money. The partnership creditors include Charles for a $1,000 loan in addition to his capital contribution. In what order should the partnership assets be distributed?
Under the RULPA, the priorities for distribution of assets upon dissolution of a limited partnership are as follows: 1. creditors, including partner creditors; 2. partners and ex-partners in satisfaction of liabilities for unpaid distributions; 3. partners for return of their capital, unless otherwise agreed; and 4. partners for their partnership interests in the proportion in which they share distributions except as otherwise agreed. No distinction is made between a general and limited partner in these distributions unless the partnership agreement provides otherwise.
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