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CHAPTER 805 BUSINESS ORGANIZATIONS
Revised Uniform Limited Partnership Act.
Dissolution
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(805
ILCS 210/Art. 8 heading)
(Article
scheduled to be repealed on January 1, 2008)
ARTICLE 8
Dissolution
(Source: P.A. 93-967, eff.
1-1-05. Repealed on 1-1-2008 by 805
ILCS 215/1401.)
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(805
ILCS 210/801) (from Ch. 106 1/2, par. 158-1)
(Section
scheduled to be repealed on January 1, 2008)
Sec.
801. Dissolution. A limited partnership is dissolved and its
affairs shall be wound up upon the happening of the first to
occur of the following:
(a)
at the time or upon the happening of events specified in the
partnership agreement;
(b)
written consent of all partners;
(c)
an event of withdrawal of a general partner unless at the time
there is at least one other general partner and the partnership
agreement permits the business of the limited partnership to
be carried on by the remaining general partner and that partner
does so, but the limited partnership is not dissolved and is
not required to be wound up by reason of any event of withdrawal,
if, within 90 days after the withdrawal, all partners (or such
lesser number of partners as is provided for in the written provisions
of the partnership agreement) agree in writing to continue the
business of the limited partnership and to the appointment of
one or more additional general partners if necessary or desired;
or
(d)
entry of a decree of judicial dissolution under Section 802.
(Source: P.A.
92-33, eff. 7-1-01; 93-967, eff. 1-1-05.
Repealed on 1-1-2008 by 805 ILCS 215/1401.)
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(805
ILCS 210/802) (from Ch. 106 1/2, par. 158-2)
(Section
scheduled to be repealed on January 1, 2008)
Sec.
802. Judicial Dissolution. On application by or for a partner
the circuit court of the county in which the registered office
of the partnership is located may order dissolution of a limited
partnership whenever it is not reasonably practicable to carry
on the business in conformity with the partnership agreement.
(Source: P.A.
84-1412; 93-967, eff. 1-1-05. Repealed
on 1-1-2008 by 805 ILCS 215/1401.)
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(805
ILCS 210/803) (from Ch. 106 1/2, par. 158-3)
(Section
scheduled to be repealed on January 1, 2008)
Sec.
803. Winding Up. Except as 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; but the circuit court of the county
in which the registered office of the partnership is located
may wind up the limited partnership's affairs upon application
of any partner, his or her legal representative, or assignee.
(Source: P.A.
84-1412; 93-967, eff. 1-1-05. Repealed
on 1-1-2008 by 805 ILCS 215/1401.)
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(805
ILCS 210/804) (from Ch. 106 1/2, par. 158-4)
(Section
scheduled to be repealed on January 1, 2008)
Sec.
804. Distribution of Assets. Upon the winding up of a limited
partnership, the assets shall be distributed as follows:
(1)
to creditors, including partners who are creditors, to the extent
permitted by law, in satisfaction of liabilities of the limited
partnership other than liabilities for distributions to partners
under Section 601 or 604;
(2)
except as provided in the partnership agreement, to partners
and former partners in satisfaction of liabilities for distributions
under Section 601 or 604; and
(3)
except as provided in the partnership agreement, to partners
first for the return of their contributions and secondly respecting
their partnership interests, in the proportions in which the
partners share in distributions.
(Source: P.A.
84-1412; 93-967, eff. 1-1-05. Repealed
on 1-1-2008 by 805 ILCS 215/1401.)
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(805
ILCS 210/805)
(Section
scheduled to be repealed on January 1, 2008)
Sec.
805. Conversion to partnership. A limited partnership may be
converted to a partnership as provided in Section 903 of the
Uniform Partnership Act (1997).
(Source: P.A.
92-740, eff. 1-1-03; 93-967, eff. 1-1-05.
Repealed on 1-1-2008 by 805 ILCS 215/1401.)
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