[§425E-804] Power of general partner and person dissociated as general partner to bind partnership after dissolution.

192 words·~1 min read·/hi/425e-804

A research copy — for the controlling text, always check the official state or federal source. Not legal advice.

(a)A limited partnership shall be bound by a general partner's act after dissolution that:

(1)Is appropriate for winding up the limited partnership's activities; or

(2)Would have bound the limited partnership under section 425E-402 before dissolution, if, at the time the other party enters into the transaction, the other party does not have notice of the dissolution.

(b)A person dissociated as a general partner binds a limited partnership through an act occurring after dissolution if:

(1)At the time the other party enters into the transaction:

(A)Less than two years has passed since the dissociation; and

(B)The other party does not have notice of the dissociation and reasonably believes that the person is a general partner; and

(2)The act:

(A)Is appropriate for winding up the limited partnership's activities; or

(B)Would have bound the limited partnership under section 425E-402 before dissolution and at the time the other party enters into the transaction the other party does not have notice of the dissolution. [L 2003, c 210, pt of §1]