Plaintiffs were investors in hedge fund Tuckerbrook/SB Global Special Situations Fund, L.P. (Fund).  Sumanta Banerjee (Banerjee) was a 50% owner and managing member of the Fund’s general partner and served as the Fund’s portfolio manager.  The Fund’s limited partnership agreement permitted withdrawal in the event Banerjee ceased to be “directly or indirectly involved in the activities of” the Fund’s general partner.  The Fund terminated Banerjee’s employment as portfolio manager in March, 2008, and plaintiffs promptly requested redemption of their Fund interests.  The Fund refused and the investors sued.  The U.S. District Court granted summary judgment dismissing the investors’ complaint, ruling that Banerjee was in fact still “involved” with the general partner even though he was no longer portfolio manager.  The U.S. Court of Appeals for the Fifth Circuit recently affirmed the District Court’s decision.  We summarize the factual background of Court of Appeals’ decision, including relevant language from the limited partnership agreement, and the Court’s legal analysis.  For a discussion of the District Court’s opinion, on which the Fifth Circuit relied heavily, see “Texas District Court Rules that Hedge Fund Limited Partners’ Withdrawal Rights Were Not Triggered by Termination of Fund Principal's Employment with the Fund, where Principal Continued to Exert Influence Over the Fund as 50 Percent Owner of the Fund's General Partner,” Hedge Fund Law Report, Vol. 3, No. 13 (Apr. 2, 2010).