General partnership dissolution

Question 1

Without an agreement that sets forth events of dissolution, a general partnership dissolves..

Answer 1

upon notice of the EXPRESS WILL of 1 general partnership to dissociate

Question 2

The real end of the partnership is called

Answer 2

termination

Question 3

What is “winding up”? and what happens during it?

Answer 3

period b/w dissolution and termination in which remaining partners LIQUIDATE partnership’s ASSETS to satisfy partnership’s CREDITORS

Question 4

Priority of distribution (3 levels)

Answer 4

1) creditors (outside trade creditors and partners who loaned money to partnership)
2) capital contributions paid into p’ship by partners
3) profits (or losses) shared equally among partners absent an agreement