§ 48-2e-804. Power to bind partnership after dissolution.

10/1/2026 (1) A limited partnership is bound by a general partner's act after dissolution which: (a) is appropriate for winding up the limited partnership's activities and affairs; or (b) would have bound the limited partnership under Section 48-2e-402 before dissolution, if, at the time the other party enters into the transaction, the other party does not know or have notice of the dissolution. (2) A person dissociated as a general partner binds a limited partnership through an act occurring after dissolution if: (a) at the time the other party enters into the transaction: (i) less than two years has passed since the dissociation; and (ii) the other party does not have notice of the dissociation and reasonably believes that the person is a general partner; and (b) the act: (i) is appropriate for winding up the limited partnership's activities and affairs; or (ii) would have bound the limited partnership under Section 48-2e-402 before dissolution and at the time the other party enters into the transaction the other party does not have notice of the dissolution.