North Dakota Code 45-18-02 – (602) Partner’s power to dissociate – Wrongful dissociation
1. A partner has the power to dissociate at any time, rightfully or wrongfully, by express will pursuant to subsection 1 of section 45-18-01.
Terms Used In North Dakota Code 45-18-02
- Bankruptcy: Refers to statutes and judicial proceedings involving persons or businesses that cannot pay their debts and seek the assistance of the court in getting a fresh start. Under the protection of the bankruptcy court, debtors may discharge their debts, perhaps by paying a portion of each debt. Bankruptcy judges preside over these proceedings.
- Damages: Money paid by defendants to successful plaintiffs in civil cases to compensate the plaintiffs for their injuries.
- Individual: means a human being. See North Dakota Code 1-01-49
- Obligation: An order placed, contract awarded, service received, or similar transaction during a given period that will require payments during the same or a future period.
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- Partnership: includes a limited liability partnership registered under chapter 45-22. See North Dakota Code 1-01-49
2. A partner’s dissociation is wrongful only if:
a. It is in breach of an express provision of the partnership agreement; or
b. In the case of a partnership for a definite term or particular undertaking, before the expiration of the term or the completion of the undertaking:
(1) The partner withdraws by express will, unless the withdrawal follows within ninety days after another partner’s dissociation by death or otherwise under subsections 6 through 10 of section 45-18-01 or wrongful dissociation under this subsection; (2) The partner is expelled by judicial determination under subsection 5 of section 45-18-01; (3) The partner is dissociated by becoming a debtor in bankruptcy; or
(4) In the case of a partner who is not an individual, trust other than a business trust, or estate, the partner is expelled or otherwise dissociated because it willfully dissolved or terminated.
3. A partner who wrongfully dissociates is liable to the partnership and to the other partners for damages caused by the dissociation. The liability is in addition to any other obligation of the partner to the partnership or to the other partners.