Title 45 — Partnerships
25 chapters · 216 sections in this title.
N.D.C.C. § 45-20-01 (801) Events causing dissolution and winding up of partnership business
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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 subsections 2 through 10 of section 4…
N.D.C.C. § 45-20-02 (802) Partnership continues after dissolution
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1. Subject to subsection 2, 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. 2. At any time after the dissolution of a partnership and before the winding up o…
N.D.C.C. § 45-20-03 (803) Right to wind up partnership business
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1. After dissolution, a partner who has not wrongfully dissociated may participate in winding up the partnership's business, but on application of any partner, partner's legal representative, or transferee, the district court, for good cause shown, may order judicial supervision …
N.D.C.C. § 45-20-04 (804) Partner's power to bind partnership after dissolution
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Subject to section 45-20-05, a partnership is bound by a partner's act after dissolution which: 1. Is appropriate for winding up the partnership business; or 2. Would have bound the partnership under section 45-15-01 before dissolution, if the other party to the transaction did n…
N.D.C.C. § 45-20-05 (805) Statement of dissolution
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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. A statement of dissolution cancels a filed statement of partnership…
N.D.C.C. § 45-20-06 (806) Partner's liability to other partners after dissolution
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1. Except as otherwise provided in subsection 2, after dissolution a partner is liable to the other partners for the partner's share of any partnership liability incurred under section 45-20-04. 2. A partner who, with knowledge of the dissolution, incurs a partnership liability u…
N.D.C.C. § 45-20-07 (807) Settlement of accounts and contributions among partners
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1. In winding up a partnership's business, the assets of the partnership, including the contributions of the partners required by this section, must be applied to discharge its obligations to creditors, including, to the extent permitted by law, partners who are creditors. Any su…
N.D.C.C. § 45-20-08 Omitted assets
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Title to assets remaining after payment of all debts, obligations, or liabilities and after distributions to partners may be transferred by a court in this state.