§425E-604 - Person's power to dissociate as a general partner; wrongful dissociation.
[§425E-604] Person's power todissociate as a general partner; wrongful dissociation. (a) Aperson has the power to dissociate as a general partner at any time, rightfullyor wrongfully, by express will pursuant to section 425E-603(1).
(b) A person's dissociation as a generalpartner is wrongful only if:
(1) It is in breach of an express provision of thepartnership agreement; or
(2) It occurs before the termination of the limitedpartnership, and:
(A) The person withdraws as a general partnerby express will;
(B) The person is expelled as a generalpartner by judicial determination under section 425E-603(5);
(C) The person is dissociated as a generalpartner by becoming a debtor in bankruptcy; or
(D) In the case of a person that is not an individual,trust other than a business trust, or estate, the person is expelled orotherwise dissociated as a general partner because it wilfully dissolved orterminated.
(c) A person that wrongfully dissociates as ageneral partner shall be liable to the limited partnership and, subject tosection 425E-1001, to the other partners for damages caused by thedissociation. The liability shall be in addition to any other obligation ofthe general partner to the limited partnership or to the other partners. [L2003, c 210, pt of §1]