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362.1-802 Partnership continues after dissolution.
(1)
(2)
(3)
Subject to subsection (2) of this section, a partnership continues after dissolution
only for the purpose of winding up its business. The partnership is terminated when
the winding up of its business is completed.
At any time after the dissolution of a partnership and before the winding up of its
business is completed, all of the partners, including any dissociating partner other
than a wrongfully dissociating partner, may waive the right to have the partnership's
business wound up and the partnership terminated. In that event:
(a) The partnership resumes carrying on its business as if dissolution had never
occurred, and any liability incurred by the partnership or a partner after the
dissolution and before the waiver is determined as if dissolution had never
occurred; and
(b) The rights of a third party accruing under KRS 362.1-804(1) or arising out of
conduct in reliance on the dissolution before the third party has notice of the
waiver shall not be adversely affected.
The dissolution of a partnership that is or was a limited liability partnership shall
not abate or suspend KRS 362.1-306(3).
Effective: July 15, 2010
History: Repealed and reenacted 2010 Ky. Acts ch. 51, sec. 150, effective July 15,
2010. -- Amended 2007 Ky. Acts ch. 137, sec. 150, effective June 26, 2007. -Created 2006 Ky. Acts ch. 149, sec. 55, effective July 12, 2006.
Legislative Research Commission Note (7/15/2010). 2010 Ky. Acts ch. 51, sec. 183,
provides, "The specific textual provisions of Sections 1 to 178 of this Act which
reflect amendments made to those sections by 2007 Ky. Acts ch. 137 shall be deemed
effective as of June 26, 2007, and those provisions are hereby made expressly
retroactive to that date, with the remainder of the text of those sections being
unaffected by the provisions of this section."
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