Dissolution and Terminating a Relationship Flashcards

1
Q

T or F: Georgia allows for dissociation of individual partners

A

False, as a UPA state, it only allows for dissolution

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2
Q

What happens if a partner withdraws, voluntarily or involuntarily?

A

The partnership is terminated

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3
Q

Reasons a partnership may terminate

A
  1. A partner dies
  2. A partner goes bankrupt or is kicked out
  3. If the other partner is an entity that goes bankrupt
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4
Q

Two steps to dissolution

A
  1. Dissolution
  2. Winding up
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5
Q

Three ways dissolution can be brought

A
  1. By the partner themselves
  2. Operation of law
  3. Court order
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6
Q

Winding up

A

Unwiding the business and settling accounts

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7
Q

Partnership at-will

A

Open-ended partnership with no fixed termination tied to time or undertaking.

Gnerally, dissolved when a partner leaves

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8
Q

Partnership for a term or an undertaking

A

May be dissolved when the term expires or when the undertaking is completed

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9
Q

Who has the right to wind up?

A
  1. Any partner who has not wrongfully removed themselves from the partnership
  2. A legal representative of one of the partners
  3. The court
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10
Q

Priority of distributions

A
  1. Non-partner creditors
  2. Partner creditors
  3. Partners, as members of the partnership
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