§ 7-12.1-805. Liability after dissolution of partner and person dissociated as partner. [Effective January 1, 2023.]
(a) If a partner having knowledge of the dissolution causes a partnership to incur an obligation under § 7-12.1-804(a) by an act that is not appropriate for winding up the partnership business, the partner is liable:
(1) To the partnership for any damage caused to the partnership arising from the obligation; and
(2) If another partner or person dissociated as a partner is liable for the obligation, to that other partner or person for any damage caused to that other partner or person arising from the liability.
(b) Except as otherwise provided in subsection (c) of this section, if a person dissociated as a partner causes a partnership to incur an obligation under § 7-12.1-804(b), the person is liable:
(1) To the partnership for any damage caused to the partnership arising from the obligation; and
(2) If a partner or another person dissociated as a partner is liable for the obligation, to the partner or other person for any damage caused to the partner or other person arising from the obligation.
(c) A person dissociated as a partner is not liable under subsection (b) of this section if:
(1) Section 7-12.1-802(c) permits the person to participate in winding up; and
(2) The act that causes the partnership to be bound under § 7-12.1-804(b) is appropriate for winding up the partnership’s business.
History of Section.P.L. 2022, ch. 123, § 2, effective January 1, 2023; P.L. 2022, ch. 124, § 2, effective January 1, 2023.
Structure Rhode Island General Laws
Title 7 - Corporations, Associations and Partnerships
Chapter 7-12.1 - Uniform Partnership Act [Effective January 1, 2023.]
Article 8 - Dissolution and Winding Up [Effective January 1, 2023.]
Section 7-12.1-801. - Events causing dissolution. [Effective January 1, 2023.]
Section 7-12.1-802. - Winding up. [Effective January 1, 2023.]
Section 7-12.1-803. - Rescinding dissolution. [Effective January 1, 2023.]
Section 7-12.1-804. - Power to bind partnership after dissolution. [Effective January 1, 2023.]
Section 7-12.1-809. - Court proceedings. [Effective January 1, 2023.]