Tex. Business Organizations Code § 152.609
This is the official text of Tex. Business Organizations Code § 152.609, part of Texas’s Business Organizations Code — governs the formation and operation of corporations, LLCs, and partnerships.
Not legal advice. This page reproduces the official text of a government statute for reference only. Laws change, and how a statute applies depends on your specific facts. For advice about your situation, consult a licensed attorney in your state.
§ 152.609. ACTION TO DETERMINE TERMS OF REDEMPTION.
Official statutory text
(a) A withdrawn partner or the partnership may maintain an action against the other party under Section 152.211 to determine:
(1) the terms of redemption of that partner's interest, including a contribution obligation or setoff under Section 152.603 or 152.604; or
(2) other terms of the redemption obligations of either party.
(b) The action must be commenced not later than the first anniversary of the later of:
(1) the date of delivery of information required by Section 152.607(c); or
(2) the date written notice is given under Section 152.607(d).
(c) The court shall determine the terms of the redemption of the withdrawn partner's interest, any contribution obligation or setoff due under Section 152.603 or 152.604, and accrued interest and shall enter judgment for an additional payment or refund.
(d) If deferred payment is authorized under Section 152.608, the court shall also determine the security for payment if requested to consider whether security is appropriate.
(e) If the court finds that a party failed to tender payment or make an offer to pay or to comply with the requirements of Section 152.607(c) or otherwise acted arbitrarily, vexatiously, or not in good faith, the court may assess damages against the party, including, if appropriate, in an amount the court finds equitable:
(1) a share of the profits of the continuing business;
(2) reasonable attorney's fees; and
(3) fees and expenses of appraisers or other experts for a party to the action.
(1) the terms of redemption of that partner's interest, including a contribution obligation or setoff under Section 152.603 or 152.604; or
(2) other terms of the redemption obligations of either party.
(b) The action must be commenced not later than the first anniversary of the later of:
(1) the date of delivery of information required by Section 152.607(c); or
(2) the date written notice is given under Section 152.607(d).
(c) The court shall determine the terms of the redemption of the withdrawn partner's interest, any contribution obligation or setoff due under Section 152.603 or 152.604, and accrued interest and shall enter judgment for an additional payment or refund.
(d) If deferred payment is authorized under Section 152.608, the court shall also determine the security for payment if requested to consider whether security is appropriate.
(e) If the court finds that a party failed to tender payment or make an offer to pay or to comply with the requirements of Section 152.607(c) or otherwise acted arbitrarily, vexatiously, or not in good faith, the court may assess damages against the party, including, if appropriate, in an amount the court finds equitable:
(1) a share of the profits of the continuing business;
(2) reasonable attorney's fees; and
(3) fees and expenses of appraisers or other experts for a party to the action.
Status: in_force · Read it on the official government site
Dealing with a business matter in Texas?
See all Texas Business lawyers
About this page: Statute text is reproduced from official government publishers via the
Open US Law dataset
(Vaquill AI, snapshot v2026.08, CC BY 4.0). Primary legislative text like this is public domain under the government-edicts doctrine
(Georgia v. Public.Resource.Org, 2020). We link every section back to its official source so you can verify it independently.