2015 Utah Code
Title 48 - Unincorporated Business Entity Act
Chapter 1d - Utah Uniform Partnership Act
Part 9 - Dissolution and Winding Up
Section 903 - Rescinding dissolution.

48-1d-903. Rescinding dissolution.

• (1) A partnership may rescind its dissolution, unless a statement of termination applicable to the partnership is effective or the district court has entered an order under Subsection 48-1d-901(4) or (5) dissolving the partnership.

• (2) Rescinding dissolution under this section requires:
  • (a) the affirmative vote or consent of each partner;
  • (b) if a statement of dissolution applicable to the partnership has been filed by the division but has not become effective, delivery to the division for filing of a statement of withdrawal under Section 48-1d-114 applicable to the statement of dissolution; and
  • (c) if a statement of dissolution applicable to the partnership is effective, the delivery to the division for filing of a statement of correction under Section 48-1d-115 stating that dissolution has been rescinded under this section.

• (3) If a partnership rescinds its dissolution:
  • (a) the partnership resumes carrying on its activities and affairs as if dissolution had never occurred;
  • (b) subject to Subsection (3)(c), any liability incurred by the partnership after the dissolution and before the rescission is effective is determined as if dissolution had never occurred; and
  • (c) the rights of a third party arising out of conduct in reliance on the dissolution before the third party knew or had notice of the rescission may not be adversely affected.

Enacted by Chapter 412, 2013 General Session