§1371. Dissociation as limited partner 1. Prohibited before termination. A person does not have a right to dissociate as a limited partner before the termination of the limited partnership. [PL 2005, c. 543, Pt. C, §2 (NEW).] 2. Dissociation upon occurrence of event. A person is dissociated from a limited partnership as a limited […]
§1372. Effect of dissociation as limited partner 1. Rights; obligations; interests. Upon a person’s dissociation as a limited partner: A. Subject to section 1384, the person does not have further rights as a limited partner; [PL 2005, c. 543, Pt. C, §2 (NEW).] B. The person’s obligation of good faith and fair dealing […]
§1373. Dissociation as general partner A person is dissociated from a limited partnership as a general partner upon the occurrence of any of the following events: [PL 2005, c. 543, Pt. C, §2 (NEW).] 1. Notice of express will to withdraw. The limited partnership’s having notice of the person’s express will to withdraw as […]
§1374. Person’s power to dissociate as general partner; wrongful dissociation 1. Dissociate by express will. A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by express will pursuant to section 1373, subsection 1. [PL 2005, c. 543, Pt. C, §2 (NEW).] 2. Wrongful dissociation. A person’s […]
§1375. Effect of dissociation as general partner 1. Rights; duties; statement of dissociation; interests. Upon a person’s dissociation as a general partner: A. The person’s right to participate as a general partner in the management and conduct of the partnership’s activities terminates; [PL 2005, c. 543, Pt. C, §2 (NEW).] B. The person’s […]
§1376. Power to bind and liability to limited partnership before dissolution of partnership of person dissociated as general partner 1. Bound by act of dissociated general partner. After a person is dissociated as a general partner and before the limited partnership is dissolved, converted under subchapter 11 or merged out of existence under subchapter 11, […]
§1377. Liability to other persons of person dissociated as general partner 1. Liability of dissociated general partner. A person’s dissociation as a general partner does not of itself discharge the person’s liability as a general partner for an obligation of the limited partnership incurred before dissociation. Except as otherwise provided in subsections 2 and 3, […]