Section 121-803. Winding up  


Latest version.
  • (a) In the event of a dissolution of a limited
      partnership, except for a dissolution pursuant  to  section  121-802  of
      this  article,  unless  otherwise provided in the partnership agreement,
      the general  partners  who  have  not  wrongfully  dissolved  a  limited
      partnership  or,  if none, the limited partners, may wind up the limited
      partnership's affairs; upon  cause  shown,  the  supreme  court  in  the
      judicial  district  in  which  the  office of the limited partnership is
      located may wind up the limited partnership's affairs  upon  application
      of any partner, his legal representative, or assignee, and in connection
      therewith may appoint a receiver or liquidating trustee.
        (b)  Upon dissolution of a limited partnership, the persons winding up
      the limited partnership's affairs may, in the name of, and  for  and  on
      behalf  of,  the limited partnership prosecute and defend suits, whether
      civil,  criminal  or  administrative,  settle  and  close  the   limited
      partnership's  business, dispose of and convey the limited partnership's
      property,  discharge  the   limited   partnership's   liabilities,   and
      distribute   to  the  partners  any  remaining  assets  of  the  limited
      partnership, all without affecting the  liability  of  limited  partners
      including  limited  partners  participating  in  the  winding  up of the
      limited partnership's affairs.