Florida Statutes
Part II - Revised Uniform Partnership Act (Ss. 620.81001-620.9902)
620.8601 - Events causing partner’s dissociation.


(1) The partnership having notice of the partner’s express will to immediately withdraw as a partner or withdraw on a later date specified by the partner;
(2) An event agreed to in the partnership agreement causing the partner’s dissociation;
(3) The partner’s expulsion pursuant to the partnership agreement;
(4) The partner’s expulsion by a unanimous vote of the other partners if:
(a) It is unlawful to carry on the partnership business with such partner;
(b) There has been a transfer of all or substantially all of such partner’s transferable interest in the partnership other than a transfer for security purposes, or a court order charging the partner’s interest, which has not been foreclosed;
(c) Within 90 days after the partnership notifies a corporate partner that it will be expelled because it has filed a certificate of dissolution or the equivalent, its charter has been revoked, or its right to conduct business has been suspended by the jurisdiction of its incorporation, there is no revocation of the certificate of dissolution or no reinstatement of the corporate partner’s charter or the corporate partner’s right to conduct business; or
(d) A partnership that is a partner has been dissolved and its business is being wound up;

(5) On application by the partnership or another partner, the partner’s expulsion by judicial determination because:
(a) The partner engaged in wrongful conduct that adversely and materially affected the partnership business;
(b) The partner willfully or persistently committed a material breach of the partnership agreement or of a duty owed to the partnership or the other partners under s. 620.8404; or
(c) The partner engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with the partner;

(6) The partner’s:
(a) Becoming a debtor in bankruptcy;
(b) Executing an assignment for the benefit of creditors;
(c) Seeking, consenting to, or acquiescing in the appointment of a trustee, receiver, or liquidator of such partner or of all or substantially all of such partner’s property; or
(d) Failing, within 90 days after appointment, to have vacated or have stayed the appointment of a trustee, receiver, or liquidator of the partner or of all or substantially all of the partner’s property obtained without the partner’s consent or acquiescence, or failing within 90 days after the expiration of a stay to have the appointment vacated;

(7) In the case of a partner who is an individual:
(a) The partner’s death;
(b) The appointment of a guardian or general conservator for the partner; or
(c) A judicial determination that the partner has otherwise become incapable of performing the partner’s duties under the partnership agreement;

(8) In the case of a partner that is a trust or is acting as a partner by virtue of being a trustee of a trust, distribution of the trust’s entire transferable interest in the partnership, but not merely by reason of the substitution of a successor trustee;
(9) In the case of a partner that is an estate or is acting as a partner by virtue of being a personal representative of an estate, distribution of the estate’s entire transferable interest in the partnership, but not merely by reason of the substitution of a successor personal representative; or
(10) Termination of a partner who is not an individual, partnership, corporation, trust, or estate.
History.—s. 13, ch. 95-242.

Structure Florida Statutes

Florida Statutes

Title XXXVI - Business Organizations

Chapter 620 - Partnership Laws

Part II - Revised Uniform Partnership Act (Ss. 620.81001-620.9902)

620.81001 - Uniformity of application and construction.

620.81002 - Short title.

620.8101 - Definitions.

620.8102 - Knowledge and notice.

620.8103 - Effect of partnership agreement; nonwaivable provisions.

620.8104 - Supplemental principles of law.

620.8105 - Execution, filing, and recording of partnership registration and other statements.

620.81054 - Correcting a filed record.

620.81055 - Fees for filing documents and issuing certificates; powers of the Department of State.

620.8106 - Governing law.

620.8107 - Partnership subject to amendment or repeal of act.

620.8201 - Partnership as entity.

620.8202 - Formation of partnership.

620.8203 - Partnership property.

620.8204 - When property is partnership property.

620.8301 - Partner agent of partnership.

620.8302 - Transfer of partnership property.

620.8303 - Statement of partnership authority.

620.8304 - Statement of denial.

620.8305 - Partnership liable for partner’s actionable conduct.

620.8306 - Partner’s liability.

620.8307 - Actions by and against partnership and partners.

620.8308 - Liability of purported partner.

620.8401 - Partner’s rights and duties.

620.8402 - Distributions in kind.

620.8403 - Partner’s rights and duties with respect to information.

620.8404 - General standards of partner’s conduct.

620.8405 - Actions by partnership and partners.

620.8406 - Continuation of partnership beyond definite term or particular undertaking.

620.8501 - Partner not co-owner of partnership property.

620.8502 - Partner’s transferable interest in partnership.

620.8503 - Transfer of partner’s transferable interest.

620.8504 - Partner’s transferable interest subject to charging order.

620.8601 - Events causing partner’s dissociation.

620.8602 - Partner’s power to dissociate; wrongful dissociation.

620.8603 - Effect of partner’s dissociation.

620.8701 - Purchase of dissociated partner’s interest.

620.8702 - Dissociated partner’s power to bind and liability to partnership.

620.8703 - Dissociated partner’s liability to other persons.

620.8704 - Statement of dissociation.

620.8705 - Continued use of partnership name.

620.8801 - Events causing dissolution and winding up of partnership business.

620.8802 - Partnership continues after dissolution.

620.8803 - Right to wind up partnership business.

620.8804 - Partner’s power to bind partnership after dissolution.

620.8805 - Statement of dissolution.

620.8806 - Partner’s liability to other partners after dissolution.

620.8807 - Settlement of accounts and contributions among partners.

620.8911 - Definitions.

620.8912 - Conversion.

620.8913 - Action on plan of conversion by converting partnership.

620.8914 - Filings required for conversion; effective date.

620.8915 - Effect of conversion.

620.8916 - Merger.

620.8917 - Action on plan of merger by constituent partnership.

620.8918 - Filings required for merger; effective date.

620.8919 - Effect of merger.

620.8920 - Restrictions on approval of conversions and mergers and on relinquishing limited liability partnership status.

620.8921 - Liability of a partner after conversion or merger.

620.8922 - Power of partners and persons dissociated as partners to bind organization after conversion or merger.

620.8923 - Application of other laws to provisions governing conversions and mergers.

620.9001 - Statement of qualification.

620.9002 - Name.

620.9003 - Annual report.

620.9101 - Law governing foreign limited liability partnership.

620.9102 - Statement of foreign qualification.

620.9103 - Effect of failure to qualify.

620.9104 - Activities not constituting transacting business.

620.9105 - Action by Attorney General.

620.9901 - Applicability.

620.9902 - Saving clause.