The Partnership Buyout Agreement Your path to an ownership sale will be simpler if you created a clear and thorough partnership buyout agreement when you started your company. The agreement should discuss what might lead to one of the partners wanting to sell her share and state the terms and timing that would apply.
Essentially, partners share in the profits and the debts of the daily workings of the business. Because of that, when one partner wants to sell, they cannot sell the entire business. They can only sell their assets – i.e., their share of the partnership.
If a partner or group of partners disposes of their partnership interests they can not defer their income tax liabilities by completing a 1031 Exchange because interests in a partnership are personal property interests and can not be exchanged for an interest in real property.
This means the ownership interest a partner has in a partnership is treated as a separate asset that can be purchased and sold.
The best way to sell your limited partnership interest may lie in finding an experienced broker or advisor who can help you to identify potential buyers and guide you through any negotiations that may arise.
A sale of a partnership interest occurs when one partner sells their ownership interest to another person or entity. The partnership is generally not involved in the transaction. However, the buyer and seller will notify the partnership of the transaction.