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Sec. 32.11.370. Dissolution.

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 or upon the happening of events specified in writing in the partnership agreement; (2) written consent of all partners; (3) an event of withdrawal of a general partner […]

Sec. 32.11.380. Judicial dissolution.

On application by or for a partner, the superior court may decree dissolution of a limited partnership whenever it is impossible to carry on the business in conformity with the partnership agreement.

Sec. 32.11.390. Winding up.

Except as provided in the partnership agreement, the general partners who have not wrongfully dissolved a limited partnership or, if there are no general partners, the limited partners, may wind up the limited partnership’s affairs; but the superior court may wind up the limited partnership’s affairs upon application of a partner, a partner’s legal representative, […]

Sec. 32.11.400. Distribution of assets.

Upon the winding up of a limited partnership, the assets shall be distributed as follows: (1) to creditors, including partners who are creditors, to the extent permitted by law, in satisfaction of liabilities of the limited partnership other than liabilities for distributions to partners under AS 32.11.240 or 32.11.270; (2) except as provided in the […]