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- Alaska Statutes.
- Title 32. Partnership
- Chapter 6. Uniform Partnership Act
- Section 801. Events Causing Dissolution and Winding Up of Partnership Business.
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Section 705. Continued Use of Partnership Name.
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Section 802. Partnership Continuation After Dissolution.
AS 32.06.801. Events Causing Dissolution and Winding Up of Partnership Business.
A partnership is dissolved, and its business must be wound up, only on the occurrence of any of the following events:
- (1) in a partnership at will, when the partnership has notice from a partner, other than a partner who is dissociated
under AS 32.06.601
(2) - (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 90 days after a partner's dissociation by death or by other event under AS 32.06.601
(6) - (10) or by wrongful dissociation under AS 32.06.602
(b), at least one-half of the remaining partners state their express will to wind up the partnership business; in this
subparagraph, a partner's rightful dissociation under AS 32.06.602(b)(2)(A) 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 90 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 that 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.
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