This office lease provision states that it is an unpermitted assignment for partners to have a change in their share of partnership ownership and thus a default under the lease. Generally, this type of change in ownership is couched in those provisions dealing with changes in share ownerships of corporations.
Florida Provision Dealing with Changes in Share Ownership of Corporations and Changes in Share Ownership of Partnerships In the state of Florida, various provisions are in place to address and regulate changes in share ownership of corporations and partnerships. These provisions are crucial in ensuring transparency, compliance with laws, and smooth transitions during changes in ownership structures. Below, we will explore the key aspects and different types of provisions involved. 1. Florida Corporate Share Ownership Changes: a. Share Transfer Agreement: This provision outlines the terms and conditions for transferring ownership shares within a corporation. It details the process, necessary documentation, and rights and responsibilities of both the transferring and receiving parties. b. Notice of Share Transfer: Corporations must provide a formal notice to the Secretary of State and other relevant regulatory bodies regarding any changes in share ownership. This facilitates record-keeping and ensures accurate information is available to the public. c. Shareholder Resolutions: In cases where a significant change in share ownership occurs, shareholders may need to pass resolutions approving the transfer. These resolutions uphold the corporation's bylaws and decision-making procedures. 2. Florida Partnership Share Ownership Changes: a. Partnership Agreement Amendment: When changes in share ownership occur within a partnership, an amendment to the partnership agreement is often necessary. This provision outlines the process for amending the agreement, including required notifications, voting procedures, and partner consent requirements. b. Revaluation of Partnership Interests: If there are changes in value or ownership percentages of partnership interests, a provision may require a reassessment of the partnership's value. This ensures accurate distribution of profits, losses, and benefits among partners. c. Partner Withdrawal and Admission: In cases where a partner exits or a new partner is admitted, provisions govern the process, including paperwork, valuation, consent requirements, and the effect on the partnership's operations. Overall, these provisions promote transparency, protect the rights of shareholders and partners, and ensure compliance with Florida's corporate and partnership laws. It is essential for corporations and partnerships to understand and adhere to these provisions during changes in share ownership to maintain legal and operational integrity.
