RCW 25.05.300
416 words·~2 min read·
/wa/title-25/chapter-25-05/25-05-300·A research copy — for the controlling text, always check the official state or federal source. Not legal advice.
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 RCW 25.05.225
(2)through (10), of that partner's express will to withdraw as a partner, or on a later date specified by the partner;
(2)In a partnership for a definite term or particular undertaking:
(a)Within ninety days after a partner's dissociation by death or otherwise under RCW 25.05.225
(6)through
(10)or wrongful dissociation under RCW 25.05.230
(2)if a majority of the remaining partners decide to wind up the partnership business, and for purposes of this subsection a partner's rightful dissociation pursuant to RCW 25.05.230 (2)(b)(i) constitutes the expression of that partner's will to wind up the partnership business;
(b)The express will of all of the partners to wind up the partnership business; or
(c)The expiration of the term or the completion of the undertaking;
(3)An event agreed to in the partnership agreement resulting in the winding up of the partnership business;
(4)An event that makes it unlawful for all or substantially all of the business of the partnership to be continued, but a cure of illegality within ninety days after notice to the partnership of the event is effective retroactively to the date of the event for purposes of this section;
(5)On application by a partner, a judicial determination that:
(a)The economic purpose of the partnership is likely to be unreasonably frustrated;
(b)Another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner; or
(c)It is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or
(6)On application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business:
(a)After the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or
(b)At any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.
[ 1998 c 103 s 801 .]