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Flashcards in Dissociation Deck (4)
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Apparent authority after dissociation

May continue for one year after dissociation (but partnership an protect itself by notifying creditors) or filing Statement of Dissociation (becomes effective after 90 days).


Events requiring Dissolution

1. Partnership agreement requires it
2. Unlawful to continue
3. Judicial decree

4. If definite term or specific task (and term/task is completed).
i. Partner's unanimously agree to wind up
ii. Or at least half of partners agree to wind up w/i 90 days after death, incapacity, bankruptcy, or wrongful dissociation of a partner


Distribution of assets after dissolution

1st - To creditors (including partners who are creditors)

2nd - Partners (their capital contribution + share of profits - share of losses)


Not enough assets to cover liabilities

Pay creditors "Pro Rata"

(i.e. proportional to how much they gave. So if A gave twice as much as B, then A gets twice as much as B out of the assets).