§ 59-1001 – Right of action.
59-1001. Right of action. A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely […]
§ 59-1002 – Proper plaintiff.
59-1002. Proper plaintiff. In a derivative action, the plaintiff must be a partner at the time of bringing the action and (i) must have been a partner at the time of the transaction that is the subject of the complaint or (ii) the plaintiff’s status as a partner must have devolved upon the partner by […]
§ 59-1003 – Pleading.
59-1003. Pleading. In a derivative action, the complaint shall set forth with particularity the effort of the plaintiff to secure initiation of the action by a general partner or the reasons for not making the effort. (1985 (Reg. Sess., 1986), c. 989, s. 2.)
§ 59-1004 – Expenses.
59-1004. Expenses. (a) If a derivative action is successful, in whole or in part, or if anything is received by the plaintiff as a result of a judgment, compromise, or settlement of any action or claim, the court may award the plaintiff reasonable expenses, including reasonable attorney’s fees, and shall direct him to remit to […]
§ 59-703 – Rights of creditor.
59-703. Rights of creditor. On application to a court of competent jurisdiction by any judgment creditor of a partner, the court may charge the partnership interest of the partner with payment of the unsatisfied amount of the judgment with interest. The general partners shall have no liability to a partner for payments to a judgment […]
§ 59-704 – Right of assignee to become limited partner.
59-704. Right of assignee to become limited partner. (a) An assignee of a partnership interest, including an assignee of a general partner, may become a limited partner if and to the extent that (1) the assignor gives the assignee that right in accordance with authority described in the partnership agreement, or (2) all other partners […]
§ 59-705 – Power of estate of deceased or incompetent partner.
59-705. Power of estate of deceased or incompetent partner. If a partner who is an individual dies or a court of competent jurisdiction adjudges him to be incompetent to manage his person or his property, the partner’s executor, administrator, guardian, conservator, or other legal representative may exercise all of the partner’s rights for the purpose […]
§ 59-801 – Nonjudicial dissolution.
59-801. Nonjudicial dissolution. (a) A limited partnership is dissolved and its affairs shall be wound up upon the happening of the first to occur of the following: (1) At the time specified in the certificate of limited partnership or upon the happening of events specified in writing in the partnership agreement; (2) Written consent of […]
§ 59-802 – Judicial dissolution.
59-802. Judicial dissolution. On application by or for a partner the court may decree dissolution of a limited partnership whenever it is not reasonably practicable to carry on the business in conformity with the partnership agreement. The limited partnership’s name becomes available for use by another entity as provided in 55D-21. (1985 (Reg. Sess., 1986), […]
§ 59-803 – Winding up.
59-803. Winding up. Except as provided in the partnership agreement, the general partners who have not wrongfully dissolved a limited partnership or, if none, the limited partners, may wind up the limited partnership’s affairs; but the court may wind up the limited partnership’s affairs upon application of any partner, his legal representative, or assignee. (1985 […]