Laws, Regulations & Annotations

C

220.0000 CHANGE IN OWNERSHIP

Annotation 220.0394.005

220.0394.005 Limited Partnership. Partnership is a Delaware limited partnership consisting of eight series. Partnership’s eight series each have a 100 percent interest in one separate parcel of real property. Pursuant to Delaware law, the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to a particular series are enforceable only against the assets of such series and not against the assets of the partnership generally, and the converse is true with respect to the partnership’s liabilities and obligations. The law also provides that each separate series has the power and capacity to, in its own name, contract, hold title to assets (including real, personal and intangible property), grant liens and security interests, and sue and be sued. Additionally, the partnership agreement itself provides that each series has its own dba, maintains separate and distinct records of its assets and liabilities and profits and losses, and further title to the property shall be held in the names of the series to which it belongs. Thus, each series is treated as a separate legal entity for California property tax purposes and subject to the provisions of Revenue and Taxation Code section 64(c)(1) and Property Tax Rule 462.180(d)(1). As such, when anyone obtains more than 50 percent interest in any series, this would result in a change in control of that series and reassessment of the real property owned by that particular series. C 12/8/2015.