16-19-604. Power to dissociate as general partner -- Wrongful dissociation.
(1) A person has the power to dissociate as a general partner at any time, rightfully or wrongfully, by withdrawing as a general partner by express will under Subsection. 16-19-603(1)
(2) A person's dissociation as a general partner is wrongful only if the dissociation: is in breach of an express provision of the partnership agreement; or occurs before the completion of the winding up of the limited partnership, and: the person withdraws as a general partner by express will; the person is expelled as a general partner by judicial order under Subsection; 16-19-603(5) the person is dissociated as a general partner under Subsection; or 16-19-603(7) in the case of a person that is not a trust other than a business trust, an estate, or an individual, the person is expelled or otherwise dissociated as a general partner because it willfully dissolved or terminated.
(3) A person that wrongfully dissociates as a general partner is liable to the limited partnership and, subject to Section, to the other partners for damages caused by the dissociation. 16-19-901 The liability is in addition to any debt, obligation, or other liability of the general partner to the limited partnership or the other partners.