§ 7-12-51. Rules for distribution. [Repealed effective January 1, 2023.]
In settling accounts between the partners after dissolution, the following rules are observed, subject to any agreement to the contrary:
(1) The assets of the partnership are:
(i) The partnership property;
(ii) The contributions of the partners specified in subdivision (4).
(2) The liabilities of the partnership rank in order of payment, as follows:
(i) Those owing to creditors other than partners;
(ii) Those owing to partners other than for capital and profits;
(iii) Those owing to partners in respect of capital;
(iv) Those owing to partners in respect of profits.
(3) The assets are applied in the order of their declaration in subdivision (1) to the satisfaction of the liabilities.
(4) Except as provided in § 7-12-26(b), the partners shall contribute, as provided by § 7-12-29(1), the amount necessary to satisfy the liabilities; but if any, but not all, of the partners are insolvent, or not being subject to process, refuse to contribute, the other partners shall contribute their share of the liabilities, and, in the relative proportions in which they share the profits, the additional amount necessary to pay the liabilities.
(5) An assignee for the benefit of creditors of any person appointed by the court has the right to enforce the contributions specified in subdivision (4).
(6) Any partner, or his or her legal representative, has the right to enforce the contributions specified in subdivision (4), to the extent of the amount that he or she has paid in excess of his or her share.
(7) The individual property of a deceased partner is liable for the contributions specified in subdivision (4).
(8) When partnership property and the individual properties of the partners are in possession of a court for distribution, partnership creditors have priority on partnership property and separate creditors on individual property, saving the rights of lien or secured creditors as previously.
(9) Where a partner has become bankrupt, or his or her estate is insolvent, the claims against his or her separate property rank in the following order:
(i) Those owing to separate creditors;
(ii) Those owing to partnership creditors;
(iii) Those owing to partners by way of contribution.
History of Section.R.P.L. 1957, ch. 74, § 40; P.L. 1996, ch. 270, § 1.
§ 7-12-51. [Repealed effective January 1, 2023.]
History of Section.R.P.L. 1957, ch. 74, § 40; P.L. 1996, ch. 270, § 1; repealed by P.L. 2022, ch. 123, § 1, effective January 1, 2023; repealed by P.L. 2022, ch. 124, § 1, effective January 1, 2023.
Structure Rhode Island General Laws
Title 7 - Corporations, Associations and Partnerships
Section 7-12-1. - Provisions in partnership agreements deemed nontestamentary.
Section 7-12-2. - Death of partner — Statement delivered to administrator or executor.
Section 7-12-3. - Examination of books and property by representative of deceased partner.
Section 7-12-4. - Separate composition with creditors on dissolution of partnership.
Section 7-12-5. - Separate composition as full discharge of partner.
Section 7-12-6. - Payment by partner in excess of his or her proportion.
Section 7-12-7. - Insolvency or absconding of partner.
Section 7-12-8. - Memorandum exonerating partner on separate composition.
Section 7-12-9. - Partners not discharged by separate composition — Defenses to creditor’s action.
Section 7-12-10. - Application to joint debtors.
Section 7-12-11. - Limited partnership law unaffected.
Section 7-12-12. - Short title. [Repealed effective January 1, 2023.]
Section 7-12-13. - Definitions. [Repealed effective January 1, 2023.]
Section 7-12-14. - Interpretation of knowledge and notice. [Repealed effective January 1, 2023.]
Section 7-12-15. - Rules of construction. [Repealed effective January 1, 2023.]
Section 7-12-16. - Rules for cases not provided for. [Repealed effective January 1, 2023.]
Section 7-12-17. - Partnership defined. [Repealed effective January 1, 2023.]
Section 7-12-19. - Partnership property. [Repealed effective January 1, 2023.]
Section 7-12-22. - Partnership bound by admission of partner. [Repealed effective January 1, 2023.]
Section 7-12-26. - Nature of partner’s liability. [Repealed effective January 1, 2023.]
Section 7-12-27. - Partner by estoppel. [Repealed effective January 1, 2023.]
Section 7-12-28. - Liability of incoming partner. [Repealed effective January 1, 2023.]
Section 7-12-30. - Partnership books. [Repealed effective January 1, 2023.]
Section 7-12-31. - Duty of partners to render information. [Repealed effective January 1, 2023.]
Section 7-12-31.1. - Nature of business.
Section 7-12-32. - Partner accountable as a fiduciary. [Repealed effective January 1, 2023.]
Section 7-12-33. - Right to an account. [Repealed effective January 1, 2023.]
Section 7-12-35. - Extent of property rights of a partner. [Repealed effective January 1, 2023.]
Section 7-12-38. - Assignment of partner’s interest. [Repealed effective January 1, 2023.]
Section 7-12-40. - Dissolution defined. [Repealed effective January 1, 2023.]
Section 7-12-41. - Partnership not terminated by dissolution. [Repealed effective January 1, 2023.]
Section 7-12-42. - Causes of dissolution. [Repealed effective January 1, 2023.]
Section 7-12-43. - Dissolution by decree of court. [Repealed effective January 1, 2023.]
Section 7-12-48. - Right to wind up. [Repealed effective January 1, 2023.]
Section 7-12-51. - Rules for distribution. [Repealed effective January 1, 2023.]
Section 7-12-54. - Accrual of actions. [Repealed effective January 1, 2023.]
Section 7-12-55. - Other laws preserved. [Repealed effective January 1, 2023.]
Section 7-12-56. - Registered limited-liability partnerships. [Repealed effective January 1, 2023.]
Section 7-12-60. - Filing of returns with the tax administrator — Annual charge.