35-10-627. Statement of dissolution.
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35-10-627 . Statement of dissolution.
(1)After dissolution, a partner who has not wrongfully dissociated may file a statement of dissolution stating the name of the partnership and that the partnership has dissolved and is winding up its business.
(2)If a statement of dissolution is filed, the statement must be filed with the same entity with which the original partnership agreement was filed.
(3)A statement of dissolution cancels a filed statement of partnership authority for the purposes of 35-10-310
(4)and is a limitation on authority for the purposes of 35-10-310 (5).
(4)For the purposes of 35-10-301 and 35-10-626 , a person who is not a partner is considered to have notice of the dissolution and the limitation on the partners' authority as a result of the statement of dissolution 90 days after it is filed.
(5)After filing and, if appropriate, recording a statement of dissolution, the dissolved partnership may file and, if appropriate, record a statement of partnership authority that will operate with respect to a person who is not a partner as provided in 35-10-310
(4)and
(5)in any transaction, whether or not the transaction is appropriate for winding up the partnership business.