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§ 61-3-806. Known Claims Against Dissolved Limited Partnership

A dissolved limited partnership may give notice of a known claim under subsection (b), which has the effect provided in subsection (c). The dissolved limited partnership shall notify the limited partnership’s known claimants in writing of the dissolution at any time after the dissolution’s effective date. The written notice must: Describe information that must be […]

§ 61-3-807. Other Claims Against Dissolved Limited Partnership

A dissolved limited partnership may publish notice of the limited partnership’s dissolution and request persons having claims against the partnership to present them in accordance with the notice. A notice under subsection (a) must: Be published at least once in a newspaper of general circulation in the county in this state in which the dissolved […]

§ 61-3-801. Events Causing Dissolution

A limited partnership is dissolved, and its activities and affairs must be wound up, upon the occurrence of any of the following: An event or circumstance that the partnership agreement states causes dissolution; The affirmative vote or consent of all general partners and of limited partners owning a majority of the rights to receive distributions […]

§ 61-3-802. Winding Up

A dissolved limited partnership shall wind up its activities and affairs and, except as otherwise provided in § 61-3-803, the partnership continues after dissolution only for the purpose of winding up. In winding up its activities and affairs: The limited partnership shall: Deliver to the secretary of state for filing a statement of dissolution; and […]

§ 61-3-803. Rescinding Dissolution

A limited partnership may rescind its dissolution, unless a statement of termination applicable to the partnership has become effective, the court of record has entered an order under § 61-3-801(a)(6) dissolving the partnership, or the secretary of state has dissolved the partnership under § 61-3-811. Rescinding dissolution under this section requires: The affirmative vote or […]