After dissolution, a partner who has not wrongfully dissociated may file a statement of dissolution stating the name of the partnership and that the partnership has dissolved and is winding up its business.
A statement of dissolution cancels a filed statement of partnership authority for the purposes of Section 79-13-303(d) and is a limitation on authority for the purposes of Section 79-13-303(e).
For the purposes of Sections 79-13-301 and 79-13-804, a person not a partner is deemed to have notice of the dissolution and the limitation on the partners' authority as a result of the statement of dissolution thirty (30) days after it is filed.
After filing and, if appropriate, recording a statement of dissolution, a dissolved partnership may file and, if appropriate, record a statement of partnership authority which will operate with respect to a person not a partner as provided in Section 79-13-303(d) and (e) in any transaction, whether or not the transaction is appropriate for winding up the partnership business.
Structure Mississippi Code
Title 79 - Corporations, Associations, and Partnerships
Chapter 13 - Uniform Partnership Act (1997)
Article 8 - Winding Up Partnership Business
§ 79-13-801. Events causing dissolution and winding up of partnership business
§ 79-13-802. Partnership continues after dissolution
§ 79-13-803. Right to wind up partnership business
§ 79-13-804. Partner's power to bind partnership after dissolution
§ 79-13-805. Statement of dissolution
§ 79-13-806. Partner's liability to other partners after dissolution
§ 79-13-807. Settlement of accounts and contributions among partners