§1394. Power of general partner and person dissociated as general partner to bind partnership after dissolution
1. General partner's act after dissolution. A limited partnership is bound by a general partner's act after dissolution that:
A. Is appropriate for winding up the limited partnership's activities; or [PL 2005, c. 543, Pt. C, §2 (NEW).]
B. Would have bound the limited partnership under section 1352 before dissolution, if, at the time the other party enters into the transaction, the other party does not have notice of the dissolution. [PL 2005, c. 543, Pt. C, §2 (NEW).]
[PL 2005, c. 543, Pt. C, §2 (NEW).]
2. Dissociated general partner's act after dissolution. A person dissociated as a general partner binds a limited partnership through an act occurring after dissolution if:
A. At the time the other party enters into the transaction:
(1) Less than 2 years has passed since the dissociation; and
(2) The other party does not have notice of the dissociation and reasonably believes that the person is a general partner; and [PL 2005, c. 543, Pt. C, §2 (NEW).]
B. The act:
(1) Is appropriate for winding up the limited partnership's activities; or
(2) Would have bound the limited partnership under section 1352 before dissolution and at the time the other party enters into the transaction the other party does not have notice of the dissolution. [PL 2005, c. 543, Pt. C, §2 (NEW).]
[PL 2005, c. 543, Pt. C, §2 (NEW).]
SECTION HISTORY
PL 2005, c. 543, §C2 (NEW).
Structure Maine Revised Statutes
TITLE 31: PARTNERSHIPS AND ASSOCIATIONS
Chapter 19: UNIFORM LIMITED PARTNERSHIP ACT
31 §1391. Nonjudicial dissolution
31 §1392. Judicial dissolution
31 §1396. Known claims against dissolved limited partnership
31 §1397. Other claims against dissolved limited partnership
31 §1399. Administrative dissolution of domestic limited partnership
31 §1401. Appeal from denial of reinstatement of domestic limited partnership
31 §1401-A. Revival of domestic limited partnership after dissolution
31 §1402. Disposition of assets; when contributions required
31 §1403. Late reinstatement of domestic limited partnership after administrative dissolution