§ 29-708.04 — Power of general partner and person dissociated as general partner to bind partnership after dissolution.

District of Columbia § 29-708.04

• Jurisdiction: District of Columbia
• Title 29: Business Organizations. [Enacted title]
• Ch. 7: Limited Partnerships.
• Subch. VIII: Dissolution.

Text

(a) A limited partnership shall be bound by a general partner’s act after dissolution which:

(1) Is appropriate for winding up the limited partnership’s activities and affairs; or

(2) Would have bound the limited partnership under § 29-704.02 before dissolution, if, at the time the other party enters into the transaction, the other party does not have notice or knowledge of the dissolution.

(b) A person dissociated as a general partner shall bind a limited partnership through an act occurring after dissolution if:

(1) At the time the other party enters into the transaction:

(A) Less than 2 years has passed since the dissociation; and

(B) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner; and

(2) The act:

(A) Is appropriate for winding up the limited partnership’s activities; or

(B) Would have bound the limited partnership under § 29-704.02 before dissolution and at the time the other party enters into the transaction the other party does not have notice or knowledge of the dissolution.

Legislative History

July 2, 2011, D.C. Law 18-378, § 2, 58 DCR 1720; Mar. 5, 2013, D.C. Law 19-210, § 2(g)(9)(D), 59 DCR 13171