Malaysia legislation
Section 21
of LABUAN LIMITED PARTNERSHIPS AND LIMITED LIABILITY PARTNERSHIPS ACT 2010
Section 21
(a)
all the limited partners and all the general partners consent or the partnership agreement permits it; and
(b)
the assignment is made in accordance with the terms of the consent or the partnership agreement, as the case may be.
(2)
An assignee of the interest, in whole or in part, of a limited partner shall not become a limited partner in the Labuan limited partnership until his ownership of the assigned interest is entered in the register under subsection 9(5), and until so entered the assignee has none of the rights of a limited partner exercisable against the partnership or against any of the partners other than the assignor.
(3)
Subject to subsection (4), on becoming a limited partner, an assignee shall acquire the rights and powers and be subject to all the restrictions and liabilities that his assignor had in respect of the assigned interest immediately before the assignment.
Labuan Limited Partnerships and Limited
Liability Partnerships 29
(4)
On becoming a limited partner an assignee shall not assume any liability of the assignor arising under subsection 14(3), 17(2) or 19(3)
and, notwithstanding any term of the partnership agreement or any other agreement to the contrary, no such assignment shall relieve the assignor of any liability under those subsections.
(5)
An assignment made under this section shall be registered with the Authority by the Labuan limited partnership.
(6)
On the registration of an assignment under subsection (5)
and upon payment of the prescribed fee, the Authority may issue a certificate to that effect.
(7)
A limited partner who contravenes subsection (1) commits an offence and shall, on conviction, be liable to a fine not exceeding ten thousand ringgit.
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