1. When dissolution is caused in any way, except in contravention of the partnership agreement, each partner as against his or her copartners and all persons claiming through them in respect of their interests in the partnership, unless otherwise agreed, may have the partnership property applied to discharge its liabilities, and the surplus applied to pay in cash the net amount owing to the respective partners. But if dissolution is caused by expulsion of a partner, bona fide under the partnership agreement and if the expelled partner is discharged from all partnership liabilities, either by payment or agreement under subsection 2 of NRS 87.360, the expelled partner shall receive in cash only the net amount due him or her from the partnership.
2. When dissolution is caused in contravention of the partnership agreement the rights of the partners shall be as follows:
(a) Each partner who has not caused dissolution wrongfully shall have:
(1) All the rights specified in subsection 1 of this section; and
(2) The right, as against each partner who has caused the dissolution wrongfully, to damages for breach of the agreement.
(b) The partners who have not caused the dissolution wrongfully, if they all desire to continue the business in the same name, either by themselves or jointly with others, may do so, during the agreed term for the partnership, and for that purpose may possess the partnership property, provided they secure the payment by bond approved by the court, or pay to any partner who has caused the dissolution wrongfully, the value of his or her interest in the partnership at the dissolution, less any damages recoverable under subparagraph (2) of paragraph (a) of subsection 2, and in like manner indemnify him or her against all present or future partnership liabilities.
(c) A partner who has caused the dissolution wrongfully shall have:
(1) If the business is not continued under the provisions of paragraph (b) of subsection 2, all the rights of a partner under subsection 1, subject to subparagraph (2) of paragraph (a) of subsection 2; or
(2) If the business is continued under paragraph (b) of subsection 2, the right as against his or her copartners and all claiming through them in respect of their interests in the partnership, to have the value of his or her interest in the partnership, less any damages caused to his or her copartners by the dissolution, ascertained and paid to him or her in cash, or the payment secured by bond approved by the court, and to be released from all existing liabilities of the partnership; but in ascertaining the value of the partner’s interest the value of the goodwill of the business shall not be considered.
[38:74:1931; 1931 NCL § 5028.37]
Structure Nevada Revised Statutes
NRS 87.002 - "Business" defined.
NRS 87.030 - Interpretation of knowledge and notice.
NRS 87.040 - Rules of construction.
NRS 87.050 - Rules for cases not provided for in NRS 87.010 to 87.430, inclusive.
NRS 87.060 - Partnership defined.
NRS 87.070 - Rules for determining existence of partnership.
NRS 87.080 - Property of partnership.
NRS 87.4321 - Partnership as entity.
NRS 87.4322 - Formation of partnership.
NRS 87.4323 - Partnership property.
NRS 87.4324 - When property is partnership property.
NRS 87.090 - Partner agent of partnership; restrictions on authority.
NRS 87.100 - Conveyance of real property of partnership.
NRS 87.110 - Partnership bound by admission of partner.
NRS 87.120 - Partnership charged with knowledge of or notice to partner.
NRS 87.130 - Partnership bound by partner’s wrongful act.
NRS 87.140 - Partnership bound by partner’s breach of trust.
NRS 87.150 - Nature of partner’s liability.
NRS 87.160 - Partner by estoppel.
NRS 87.170 - Liability of incoming partner.
NRS 87.4325 - Partner agent of partnership.
NRS 87.4326 - Transfer of partnership property.
NRS 87.4327 - Statement of partnership authority.
NRS 87.4328 - Statement of denial.
NRS 87.4329 - Partnership liable for actionable conduct of partner.
NRS 87.433 - Liability of partners.
NRS 87.4331 - Actions by and against partnership and partners.
NRS 87.4332 - Liability of purported partner.
NRS 87.180 - Rules determining rights and duties of partners.
NRS 87.190 - Partnership’s books.
NRS 87.200 - Duty of partners to render information.
NRS 87.210 - Partner accountable as fiduciary.
NRS 87.220 - Right to formal account.
NRS 87.230 - Continuation of partnership beyond fixed term.
NRS 87.240 - Extent of property rights of partner.
NRS 87.250 - Nature of partner’s right in specific property of partnership.
NRS 87.260 - Nature of partner’s interest in partnership.
NRS 87.270 - Assignment of partner’s interest.
NRS 87.280 - Partner’s interest subject to charging order.
NRS 87.290 - Dissolution defined.
NRS 87.300 - Partnership not terminated by dissolution.
NRS 87.310 - Causes of dissolution.
NRS 87.320 - Dissolution by decree of court.
NRS 87.330 - General effect of dissolution on authority of partner.
NRS 87.340 - Right of partner to contribution from copartners after dissolution.
NRS 87.350 - Power of partner to bind partnership to third persons after dissolution.
NRS 87.360 - Effect of dissolution on partner’s existing liability.
NRS 87.370 - Right to wind up.
NRS 87.380 - Rights of partners to application of property of partnership.
NRS 87.390 - Rights where partnership is dissolved for fraud or misrepresentation.
NRS 87.400 - Rules for distribution.
NRS 87.410 - Liability of persons who continue business of partnership in certain cases.
NRS 87.430 - Accrual of actions.
NRS 87.4303 - "Debtor in bankruptcy" defined.
NRS 87.4304 - "Distribution" defined.
NRS 87.4305 - "Partnership" defined.
NRS 87.4306 - "Partnership agreement" defined.
NRS 87.4307 - "Partnership at will" defined.
NRS 87.4308 - "Partnership interest" and "partner’s interest in the partnership" defined.
NRS 87.4309 - "Person" defined.
NRS 87.431 - "Property" defined.
NRS 87.4311 - "Registered limited-liability partnership" defined.
NRS 87.4312 - "Statement" defined.
NRS 87.4313 - "Transfer" defined.
NRS 87.4315 - Knowledge and notice.
NRS 87.4316 - Effect of partnership agreement; nonwaivable provisions.
NRS 87.4317 - Supplemental principles of law.
NRS 87.4318 - Execution, filing and recording of statements.
NRS 87.432 - Partnership subject to amendment to or repeal of NRS 87.4301 to 87.4357, inclusive.
NRS 87.4333 - Rights and duties of partner.
NRS 87.4334 - Distributions in kind.
NRS 87.4335 - Rights and duties of partner with respect to information.
NRS 87.4336 - Conduct of partner: General standards.
NRS 87.4337 - Actions by partnership and partners.
NRS 87.4338 - Continuation of partnership beyond definite term or particular undertaking.
NRS 87.4339 - Partner not co-owner of partnership property.
NRS 87.434 - Transferable interest of partner in partnership.
NRS 87.4341 - Transfer of transferable interest of partner.
NRS 87.4342 - Transferable interest of partner subject to charging order.
NRS 87.4343 - Events causing dissociation.
NRS 87.4344 - Power of partner to dissociate; wrongful dissociation.
NRS 87.4345 - Effect of dissociation.
NRS 87.4346 - Purchase of dissociated partner’s interest.
NRS 87.4347 - Power of dissociated partner to bind; liability to partnership.
NRS 87.4348 - Liability of dissociated partner to other persons.
NRS 87.4349 - Statement of dissociation.
NRS 87.435 - Continued use of partnership name.
NRS 87.4351 - Events causing dissolution and winding up of partnership business.
NRS 87.4352 - Partnership continues after dissolution.
NRS 87.4353 - Right to wind up partnership business.
NRS 87.4354 - Power of partner to bind partnership after dissolution.
NRS 87.4355 - Statement of dissolution.
NRS 87.4356 - Liability of partner to other partners after dissolution.
NRS 87.4357 - Settlement of accounts and contributions among partners.
NRS 87.455 - Name of partnership: Reinstatement or revival under old or new name; regulations.
NRS 87.460 - Amendment of certificate of registration.
NRS 87.470 - Termination of registration.
NRS 87.480 - Registered agent required.
NRS 87.490 - Change of location of principal office.
NRS 87.510 - Annual list: Filing requirements; fees; notice; regulations.
NRS 87.530 - Defaulting partnerships: Conditions and procedure for reinstatement.
NRS 87.5405 - Penalty for doing business without registration; enforcement; regulations.
NRS 87.5415 - Certificate of authorization to transact business.
NRS 87.542 - Addresses of managing partners required; failure to file.
NRS 87.543 - Defaulting partnerships: Duties of Secretary of State.
NRS 87.5435 - Defaulting partnerships: Conditions and procedure for reinstatement.
NRS 87.544 - Defaulting partnerships: Reinstatement or revival under old or new name; regulations.