Florida Statute 620.1702
“Transfer of partner’s transferable interest”
What it means
Section 620.1702 covers transfers of a partner's transferable interest in a Florida limited partnership. A transfer, in whole or in part, is permissible and does not by itself cause the partner's dissociation or a dissolution of the partnership. As against the other partners and the partnership, it does not entitle the transferee to participate in management, to require access to information a limited partner has under s. 620.1304 (except in a dissolution), or to inspect or copy records.
The transferee has the right to receive, in accordance with the transfer, the distributions the transferor would otherwise be entitled to and, on dissolution and winding up, the net amount otherwise distributable to the transferor. In a dissolution, the transferee is entitled to an account of transactions only from the date of dissolution.
The transferor keeps the rights of a partner other than the interest in distributions transferred, and all duties and obligations of a partner. The partnership need not give effect to the transferee's rights until it has notice. A transfer that violates a restriction in the partnership agreement is ineffective as to a person with notice of the restriction at the time of transfer.
- A transfer is permissible and does not by itself cause dissociation or dissolution (§ 620.1702(1)(a)-(b)).
- The transferee is not entitled to participate in management or to inspect or copy partnership records (§ 620.1702(1)(c)).
- The transferee may receive distributions and, on dissolution, the net amount otherwise distributable to the transferor (§ 620.1702(2)).
- In a dissolution, the transferee gets an account of transactions only from the date of dissolution (§ 620.1702(3)).
- The transferor retains the rights of a partner other than the transferred distributions, and all partner duties (§ 620.1702(4)).
- A transfer violating a partnership agreement restriction is ineffective as to a person with notice of the restriction at the time of transfer (§ 620.1702(6)).
Text of the statute (2026)
(1) A transfer, in whole or in part, of a partner’s transferable interest: (a) Is permissible. (b) Does not by itself cause the partner’s dissociation or a dissolution and winding up of the limited partnership’s activities. (c) Does not, as against the other partners or the limited partnership, entitle the transferee to participate in the management or conduct of the limited partnership’s activities, to require access to any information to which a limited partner would otherwise have access under s. 620.1304, except as otherwise provided in subsection (3), or to inspect or copy the required information or the limited partnership’s other records.
(2) A transferee has a right to receive, in accordance with the transfer: (a) Distributions to which the transferor would otherwise be entitled. (b) Upon the dissolution and winding up of the limited partnership’s activities the net amount otherwise distributable to the transferor. (3) In a dissolution and winding up, a transferee is entitled to an account of the limited partnership’s transactions only from the date of dissolution.
(4) Upon transfer, the transferor retains the rights of a partner other than the interest in distributions transferred and retains all duties and obligations of a partner. (5) A limited partnership need not give effect to a transferee’s rights under this section until the limited partnership has notice of the transfer. (6) A transfer of a partner’s transferable interest in the limited partnership in violation of a restriction on transfer contained in the partnership agreement is ineffective as to a person having notice of the restriction at the time of transfer. (7) A transferee that becomes a partner with respect to a transferable interest is liable for the transferor’s obligations under ss. 620.1502 and 620.1509. However, the transferee is not obligated for liabilities unknown to the transferee at the time the transferee became a partner.
Excerpts are the subsections the summary relies on. Read the full official text of § 620.1702.
History. s. 17, ch. 2005-267.
How it applies
Section 620.1702 defines what a transferee of a limited partnership interest receives and what stays with the transferor. The transfer alone carries distribution rights under subsection (2) and not management or inspection rights under subsection (1)(c). Where a partnership agreement restricts transfers, subsection (6) makes a transfer in violation of the restriction ineffective as to anyone who had notice of it when the transfer was made. A person who receives such an interest therefore reads the partnership agreement for transfer restrictions and for its terms on admission as a partner.
Where this shows up
Pages on this site where § 620.1702 does real work:
Questions people ask
Sources
- Florida Statutes (2026), section 620.1702 (Subsections (1)-(3): transferee rights; (4)-(7): transferor, notice, restrictions, and transferee liability.)
- Florida Statutes (2026), section 620.1703 (Cross-reference: rights of a judgment creditor of a partner or transferee.)
Last checked: October 17, 2026
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