---
title: O.C.G.A. § 14-8-39. Rescission of partnership agreement following fraud or misrepresentation.
collection: code
id: 14-8-39
cite_as: O.C.G.A. § 14-8-39 (2025)
canonical_url: https://georgiacommons.org/code/14-8-39
md_url: https://georgiacommons.org/code/14-8-39.md
text_url: https://georgiacommons.org/code/14-8-39/text
source_url: https://www.legis.ga.gov/api/document/docs/default-source/joint-features-document-library/t14-(v12)-2017-pdf.pdf?sfvrsn=507372ea_0#page=941
date: 2025
status: active
corpus_version: 2025-supplement-89aa39ab3c68
license: CC0-1.0
publisher: Georgia Commons, an independent project of Georgia Civic Data. Not the State of Georgia. Not legal advice.
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version: the only printed version
in_force: true
current_through: Including Acts of the 2025 Regular Session of the General Assembly
heading_path: CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS / PARTNERSHIPS
---

# O.C.G.A. § 14-8-39. Rescission of partnership agreement following fraud or misrepresentation.

Where a partnership agreement is rescinded on the ground of the fraud or misrepresentation of one of the parties thereto the party entitled to rescind is, without prejudice to any other right, entitled:

(1) To a lien on, or a right of retention of, the surplus of the partnership property after satisfying the partnership liabilities to third persons for any sum of money paid by him for the purchase of an interest in the partnership and for any capital or advances contributed by him;

(2) To stand, after all liabilities to third persons have been satisfied, in the place of the creditors of the partnership for any payments made by him in respect of the partnership liabilities; and

(3) To be indemnified by the person guilty of the fraud or making the representation against all debts and liabilities of the partnership.

## History

Code 1981, § 14-8-39, enacted by Ga. L. 1984, p. 1439, § 1.