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.
Wisconsin Provision Dealing with Changes in Share Ownership of Corporations and Changes in Share Ownership of Partnership In Wisconsin, there are important provisions in place to deal with changes in share ownership of corporations and changes in share ownership of partnerships. These provisions ensure that the transfer of shares or interests in the ownership structure of corporations and partnerships is properly regulated and documented. Understanding these provisions is crucial for individuals and businesses engaged in share transfers and ownership changes within the state. 1. Share Ownership Changes in Corporations: — Stock Transfer: In the case of corporations, changes in share ownership involve the transfer of stock from one individual or entity to another. This can occur through various means such as sale, gift, inheritance, or exchange of shares. — Legal Formalities: Wisconsin law mandates specific legal formalities to be followed during share transfers, including the execution of stock transfer instruments, endorsement or assignment of stock certificates, and recording changes in the corporation's shareholders' register. — Shareholder Approval: In certain instances, changes in share ownership may require approval from the corporation's existing shareholders or board of directors, as defined by the corporation's bylaws or articles of incorporation. — Reporting Requirements: Corporations must comply with Wisconsin's reporting requirements by submitting necessary documents, such as the stock transfer instrument or stock certificates, to the Wisconsin Department of Financial Institutions (DFI). 2. Share Ownership Changes in Partnerships: — Partnership Interests: Changes in share ownership within partnerships involve the transfer of partnership interests from one partner to another. This transfer can happen due to retirement, new partner admission, death, or other reasons defined in the partnership agreement. — Partner Consent: The transfer of partnership interests typically requires consensus among the existing partners, as outlined in the partnership agreement. The agreement may outline specific procedures to follow for the transfer, including valuation and consideration of the transferred interests. — Documentation: Similar to corporations, changes in share ownership within partnerships must be properly documented. This may involve drafting an amendment to the partnership agreement, recording the changes in a register, or executing a separate transfer agreement. — Reporting Requirements: Partnerships are also subject to Wisconsin's reporting requirements. They must file necessary documents, such as amended partnership agreements or transfer agreements, with the DFI or other designated authorities. It is important to note that the specific provisions related to changes in share ownership may vary depending on the type of corporation or partnership, as well as any additional requirements imposed by federal law or other regulations. Therefore, consulting an attorney or legal expert experienced in Wisconsin corporate and partnership law is advisable to ensure compliance and accuracy during the share transfer process.
