Section 323A.0702 — Dissociated Partner’s Power To Bind And Liability To Partnership.
323A.0702 DISSOCIATED PARTNER’S POWER TO BIND AND LIABILITY TO PARTNERSHIP. (a) For two years after a partner dissociates without resulting in a dissolution and winding up of the partnership business, the partnership, including a surviving partnership under sections 323A.0901 to 323A.0914, is bound by an act of the dissociated partner which would have bound the […]
Section 323A.0703 — Dissociated Partner’s Liability To Other Persons.
323A.0703 DISSOCIATED PARTNER’S LIABILITY TO OTHER PERSONS. (a) A partner’s dissociation does not of itself discharge the partner’s liability for a partnership obligation incurred before dissociation. A dissociated partner is not liable for a partnership obligation incurred after dissociation except as otherwise provided in subsection (b). (b) A partner who dissociates without resulting in a […]
Section 323A.0704 — Statement Of Dissociation.
323A.0704 STATEMENT OF DISSOCIATION. (a) A dissociated partner or the partnership may file a statement of dissociation stating the name of the partnership and that the partner is dissociated from the partnership. (b) A statement of dissociation is a limitation on the authority of a dissociated partner for the purposes of section 323A.0303(d) and (e). […]
Section 323A.0705 — Continued Use Of Partnership Name.
323A.0705 CONTINUED USE OF PARTNERSHIP NAME. Continued use of a partnership name, or a dissociated partner’s name as part of the partnership name, by partners continuing the business does not of itself make the dissociated partner liable for an obligation of the partners or the partnership continuing the business. History: 1997 c 174 art 7 […]
Section 323A.0801 — Events Causing Dissolution And Winding Up Of Partnership Business.
323A.0801 EVENTS CAUSING DISSOLUTION AND WINDING UP OF PARTNERSHIP BUSINESS. A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events: (1) in a partnership at will, the partnership’s having notice from a partner, other than a partner who is dissociated under section 323A.0601(2) to […]
Section 323A.0802 — Partnership Continues After Dissolution.
323A.0802 PARTNERSHIP CONTINUES AFTER DISSOLUTION. (a) Subject to subsection (b), a partnership continues after dissolution only for the purpose of winding up its business. The partnership is terminated when the winding up of its business is completed. (b) At any time after the dissolution of a partnership and before the winding up of its business […]
Section 323A.0601 — Events Causing Partner’s Dissociation.
323A.0601 EVENTS CAUSING PARTNER’S DISSOCIATION. A partner is dissociated from a partnership upon the occurrence of any of the following events: (1) the partnership’s having notice of the partner’s express will to withdraw as a partner or on a later date specified by the partner; (2) an event agreed to in the partnership agreement as […]
Section 323A.0602 — Partner’s Power To Dissociate; Wrongful Dissociation.
323A.0602 PARTNER’S POWER TO DISSOCIATE; WRONGFUL DISSOCIATION. (a) A partner has the power to dissociate at any time, rightfully or wrongfully, by express will pursuant to section 323A.0601(1). (b) A partner’s dissociation is wrongful only if: (1) it is in breach of an express provision of the partnership agreement; or (2) in the case of […]
Section 323A.0603 — Effect Of Partner’s Dissociation.
323A.0603 EFFECT OF PARTNER’S DISSOCIATION. (a) If a partner’s dissociation results in a dissolution and winding up of the partnership business, sections 323A.0801 to 323A.0807 apply; otherwise, sections 323A.0701 to 323A.0705 apply. (b) Upon a partner’s dissociation: (1) the partner’s right to participate in the management and conduct of the partnership business terminates, except as […]
Section 323A.0401 — Partner’s Rights And Duties.
323A.0401 PARTNER’S RIGHTS AND DUTIES. (a) Each partner is deemed to have an account that is: (1) credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner’s share of the partnership profits; and (2) […]