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Official Code of Georgia Annotated

Title 14. CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS · Chapter 9. REVISED UNIFORM LIMITED PARTNERSHIP ACT · Article 8. DISSOLUTION

14-9-803. Winding up.

Active

Current through: Including Acts of the 2025 Regular Session of the General Assembly.

  1. (a)

    After dissolution, except as provided in the partnership agreement, the general partners who have not withdrawn or, if none, the limited partners may wind up the limited partnership’s affairs but, if one or more of such general partners have engaged in wrongful conduct, or upon other cause shown, the court may wind up the limited partnership’s affairs upon application of a partner, his legal representative, or assignee.#

  2. (b)

    Unless otherwise provided in writing in the partnership agreement, the persons winding up the limited partnership’s affairs may, in the name of, and for and on behalf of, the limited partnership:#

    1. (1)

      Prosecute and defend suits, whether civil, criminal, or administrative;#

    2. (2)

      Settle and close the limited partnership’s business;#

    3. (3)

      Dispose of and convey the limited partnership’s property for cash;#

    4. (4)

      Discharge the limited partnership’s liabilities; and#

    5. (5)

      Distribute to the partners any remaining assets of the limited partnership.#

The notes below are printed with the section but are not enacted law (O.C.G.A. § 1-1-1(c)). They are shown apart from the text.

History

Code 1981, § 14-9-803, enacted by Ga. L. 1988, p. 1016, § 1; Ga. L. 1989, p. 931, § 14.

Law reviews

For note on 1989 amendment to this Code section, see 6 Ga. St. U. L. Rev. 184 (1989).

Read the official page (the state's PDF, opened at the page this text was read from).

Current through: Including Acts of the 2025 Regular Session of the General Assembly.

Text read from t14-(v12)-2017-pdf.pdf, Volume V12, 2017 edition, page 1034; merge action: carried; file SHA-256 f2fad2b71b39.

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O.C.G.A. § 14-9-803. Winding up. | Georgia Commons