59-68. Rights of partners to application of partnership property.
(a) When dissolution is caused in any way, except in contravention of the partnership agreement, each partner, as against his copartners and all persons claiming through them in respect of their interest 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 G.S. 59-66, subsection (b), he shall receive in cash only the net amount due him from the partnership.
(b) When dissolution is caused in contravention of the partnership agreement the rights of the partners shall be as follows:
(1) Each partner who has not caused dissolution wrongfully shall have:
a. All the rights specified in subsection (a) of this section, and
b. The right, as against each partner who has caused the dissolution wrongfully, to damages for breach of the agreement.
(2) 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 interest in the partnership at the dissolution, less any damages recoverable under clause (b)(1)b of this section, and in like manner indemnify him against all present or future partnership liabilities.
(3) A partner who has caused the dissolution wrongfully shall have:
a. If the business is not continued under the provisions of subdivision (b)(2) all the rights of a partner under subsection (a), subject to clause (b)(1)b, of this section,
b. If the business is continued under subdivision (b)(2) of this section, the right as against his copartners and all claiming through them in respect of their interests in the partnership, to have the value of his interest in the partnership, less any damages caused to his copartners by the dissolution, ascertained and paid to him 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. (1941, c. 374, s. 38.)
Structure North Carolina General Statutes
North Carolina General Statutes
Article 2 - Uniform Partnership Act.
§ 59-31 - North Carolina Uniform Partnership Act.
§ 59-32 - Definition of terms.
§ 59-33 - Interpretation of knowledge and notice.
§ 59-34 - Rules of construction.
§ 59-35 - Rules for cases not provided for in this Act.
§ 59-35.1 - Filing of documents.
§ 59-35.2 - Filing, service, and copying fees.
§ 59-36 - Partnership defined.
§ 59-37 - Rules for determining the existence of a partnership.
§ 59-38 - Partnership property.
§ 59-39 - Partner agent of partnership as to partnership business.
§ 59-39.1 - Act, admission or acknowledgment by partner.
§ 59-40 - Conveyance of real property of the partnership.
§ 59-41 - Partnership bound by admission of partner.
§ 59-42 - Partnership charged with knowledge of or notice to partner.
§ 59-43 - Partnership bound by partner's wrongful act.
§ 59-44 - Partnership bound by partner's breach of trust.
§ 59-46 - Partner by estoppel.
§ 59-47 - Liability of incoming partner.
§ 59-48 - Rules determining rights and duties of partners.
§ 59-50 - Duty of partners to render information.
§ 59-51 - Partner accountable as a fiduciary.
§ 59-52 - Right to an account.
§ 59-53 - Continuation of partnership beyond fixed term.
§ 59-54 - Extent of property rights of a partner.
§ 59-55 - Nature of a partner's right in specific partnership property.
§ 59-56 - Nature of partner's interest in the partnership.
§ 59-57 - Assignment of partner's interest.
§ 59-58 - Partner's interest subject to charging order.
§ 59-59 - Dissolution defined.
§ 59-60 - Partnership not terminated by dissolution.
§ 59-61 - Causes of dissolution.
§ 59-62 - Dissolution by decree of court.
§ 59-63 - General effect of dissolution on authority of partner.
§ 59-64 - Right of partner to contribution from copartners after dissolution.
§ 59-66 - Effect of dissolution on partner's existing liability.
§ 59-68 - Rights of partners to application of partnership property.
§ 59-69 - Rights where partnership is dissolved for fraud or misrepresentation.
§ 59-70 - Rules for distribution.
§ 59-71 - Liability of persons continuing the business in certain cases.
§ 59-72 - Rights of retiring partner or estate of deceased partner when the business is continued.