Vermont Statutes
Chapter 22 - Partnerships
§ 3262. Dissociated partner’s power to bind and liability to partnership

§ 3262. Dissociated partner’s power to bind and liability to partnership
(a) For two years after a partner dissociates without resulting in a dissolution and winding up of the partnership business, the partnership, including a surviving partnership under subchapter 9 of this title, is bound by an act of the dissociated partner which would have bound the partnership under section 3221 of this title before dissociation only if at the time of entering into the transaction the other party:
(1) reasonably believed that the dissociated partner was then a partner;
(2) did not have notice of the partner’s dissociation; and
(3) is not deemed to have had knowledge under subsection 3223(e) of this title, or notice under subsection 3264(c) of this title.
(b) A dissociated partner is liable to the partnership for any damage caused to the partnership arising from an obligation incurred by the dissociated partner after dissociation for which the partnership is liable under subsection (a) of this section. (Added 1997, No. 149 (Adj. Sess.), § 1, eff. Jan. 1, 1999.)

Structure Vermont Statutes

Vermont Statutes

Title 11 - Corporations, Partnerships and Associations

Chapter 22 - Partnerships

§ 3201. Definitions

§ 3202. Knowledge and notice

§ 3203. Effect of partnership agreement; nonwaivable provisions

§ 3204. Supplemental principles of law

§ 3205. Execution, filing, and recording of statements

§ 3206. Governing law

§ 3207. Partnership subject to amendment or repeal of chapter

§ 3211. Partnership as entity

§ 3212. Formation of partnership

§ 3213. Partnership property

§ 3214. When property is partnership property

§ 3221. Partner agent of partnership

§ 3222. Transfer of partnership property

§ 3223. Statement of partnership authority

§ 3224. Statement of denial

§ 3225. Partnership liable for partner’s actionable conduct

§ 3226. Partner’s liability

§ 3227. Actions by and against partnership and partners

§ 3228. Liability of purported partner

§ 3231. Partner’s rights and duties

§ 3232. Distributions in kind

§ 3233. Partner’s rights and duties with respect to information

§ 3234. General standards of partner’s conduct

§ 3235. Actions by partnership and partners

§ 3236. Continuation of partnership beyond definite term or particular undertaking

§ 3241. Partner not co-owner of partnership property

§ 3242. Partner’s transferable interest in partnership

§ 3243. Transfer of partner’s transferable interest

§ 3244. Partner’s transferable interest subject to charging order

§ 3251. Events causing partner’s dissociation

§ 3252. Partner’s power to dissociate; wrongful dissociation

§ 3253. Effect of partner’s dissociation

§ 3261. Purchase of dissociated partner’s interest

§ 3262. Dissociated partner’s power to bind and liability to partnership

§ 3263. Dissociated partner’s liability to other persons

§ 3264. Statement of dissociation

§ 3265. Continued use of partnership name

§ 3271. Events causing dissolution and winding up of partnership business

§ 3272. Partnership continues after dissolution

§ 3273. Right to wind up partnership business

§ 3274. Partner’s power to bind partnership after dissolution

§ 3275. Statement of dissolution

§ 3276. Partner’s liability to other partners after dissolution

§ 3277. Settlement of accounts and contributions among partners

§ 3281. Definitions

§ 3282. Conversion of partnership to limited partnership

§ 3283. Conversion of limited partnership to partnership

§ 3284. Effect of conversion; entity unchanged

§ 3285. Merger of partnerships

§ 3286. Effect of merger

§ 3287. Statement of merger

§ 3288. Nonexclusive

§ 3291. Statement of qualification

§ 3292. Name

§ 3293. Annual report

§ 3301. Law governing foreign limited liability partnership

§ 3302. Statement of foreign qualification

§ 3303. Effect of failure to qualify

§ 3304. Activities not constituting transacting business

§ 3305. Action by Attorney General

§ 3310. Fees

§ 3311. Uniformity of application and construction

§ 3312. Applicability

§ 3313. Savings clause