reglab/housing_qa huggingface dataset:
IN Code § 23-4-1-31 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-31. Causes of Dissolution

Sec. 31. Dissolution is caused:(1) Without violation of the agreement between the partners:(a) By the termination of the definite term or particular undertaking specified in the agreement.(b) By the express will of any partner when no definite term or particular undertaking is specified.(c) By the express will of all the partners who have not assigned their interests or suffered them to be charged for their separate debts, either before or after the termination of any specified term or particular undertaking.(d) By the expulsion of any partner from the business bona fide in accordance with such a power conferred by the agreement between the partners.(2) In contravention of the agreement between the partners, where the circumstances do not permit a dissolution under any other provision of this section, by the express will of any partner at any time.(3) By any event which makes it unlawful for the business of the partnership to be carried on or for the members to carry it on in partnership.(4) By the death of any partner.(5) By the bankruptcy of any partner or the partnership.(6) By decree of court under section 32 of this chapter.Formerly: Acts 1949, c.114, s.31. As amended by P.L.34-1987, SEC.299.
IN Code § 23-4-1-32 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-32. Dissolution by Decree of Court

Sec. 32. (1) On application by or for a partner, the court shall decree a dissolution whenever:(a) A partner has been declared mentally incompetent in any judicial proceeding.(b) A partner becomes in any other way incapable of performing the partner's part of the partnership contract.(c) A partner has been guilty of conduct that tends to affect prejudicially the carrying on of the business.(d) A partner willfully or persistently commits a breach of the partnership agreement, or otherwise acts in matters relating to the partnership business so that it is not reasonably practicable to carry on the business in partnership with that partner.(e) The business of the partnership can only be carried on at a loss.(f) Other circumstances render a dissolution equitable.(2) On the application of the purchaser of a partner's interest under sections 27 or 28 of this chapter:(a) After the termination of the specified term or particular undertaking.(b) At any time if the partnership was a partnership at will when the interest was assigned or when the charging order was issued.Formerly: Acts 1949, c.114, s.32. As amended by P.L.34-1987, SEC.300; P.L.33-1989, SEC.21.
IN Code § 23-4-1-33 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-33. General Effect of Dissolution on Authority of Partner

Sec. 33. Except so far as may be necessary to wind up partnership affairs or to complete transactions begun but not then finished, dissolution terminates all authority of any partner to act for the partnership:(1) With respect to the partners:(a) When the dissolution is not by the act, bankruptcy, or death of a partner; or(b) When the dissolution is by such act, bankruptcy, or death of a partner, in cases where section 34 of this chapter so requires.(2) With respect to persons not partners, as declared in section 35 of this chapter.Formerly: Acts 1949, c.114, s.33. As amended by P.L.34-1987, SEC.301.
IN Code § 23-4-1-34 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-34. Right of Partner to Contribution From Copartners After Dissolution

Sec. 34. Where the dissolution is caused by the act, death or bankruptcy of a partner, each partner is liable to his copartners for his share of any liability created by any partner acting for the partnership as if the partnership had not been dissolved except in the case of one (1) of the following:(a) The dissolution being by act of any partner, the partner acting for the partnership had knowledge of the dissolution.(b) The dissolution being by the death or bankruptcy of a partner, the partner acting for the partnership had knowledge or notice of the death or bankruptcy.(c) The liability is for a debt, an obligation, or a liability for which the partner is not liable as provided in section 15(2) of this chapter.Formerly: Acts 1949, c.114, s.34. As amended by P.L.230-1995, SEC.6.
IN Code § 23-4-1-35 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-35. Power of Partner to Bind Partnership to Third Person After Dissolution

Sec. 35. (1) After dissolution a partner can bind the partnership except as provided in paragraph (3):(a) By any act appropriate for winding up partnership affairs or completing transactions unfinished at dissolution.(b) By any transaction which would bind the partnership if dissolution had not taken place, provided the other party to the transaction:(I) had extended credit to the partnership prior to dissolution and had no knowledge or notice of the dissolution; or(II) though he had not so extended credit, had nevertheless known of the partnership prior to dissolution, and, having no knowledge or notice of dissolution, the fact of dissolution had not been advertised in a newspaper of general circulation in the place (or in each place if more than one) at which the partnership business was regularly carried on.(2) The liability of a partner under paragraph (1)(b) shall be satisfied out of partnership assets alone when such partner had been prior to dissolution:(a) unknown as a partner to the person with whom the contract is made; and(b) so far unknown and inactive in partnership affairs that the business reputation of the partnership could not be said to have been in any degree due to his connection with it.(3) The partnership is in no case bound by any act of a partner after dissolution:(a) where the partnership is dissolved because it is unlawful to carry on the business, unless the act is appropriate for winding up partnership affairs; or(b) where the partner has become bankrupt; or(c) where the partner has no authority to wind up partnership affairs; except by a transaction with one who:(I) had an extended credit to the partnership prior to dissolution and had no knowledge or notice of his want of authority; or(II) had not extended credit to the partnership prior to dissolution, and, having no knowledge or notice of his want of authority, the fact of his want of authority has not been advertised in the manner provided for advertising the fact of dissolution in paragraph (1)(b)(II).(4) Nothing in this section shall affect the liability under section 16 of this chapter of any person who after dissolution represents himself or consents to another representing him as a partner in a partnership engaged in carrying on business.Formerly: Acts 1949, c.114, s.35. As amended by P.L.34-1987, SEC.302.
IN Code § 23-4-1-36 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-36. Effect of Dissolution on Partner's Existing Liability

Sec. 36. (1) The dissolution of the partnership does not of itself discharge the existing liability of any partner.(2) A partner is discharged from any existing liability upon dissolution of the partnership by an agreement to that effect between himself, the partnership creditor and the person or partnership continuing the business; and such agreement may be inferred from the course of dealing between the creditor having knowledge of the dissolution and the person or partnership continuing the business.(3) Where a person agrees to assume the existing obligations of a dissolved partnership, the partners whose obligations have been assumed shall be discharged from any liability to any creditor of the partnership who, knowing of the agreement, consents to a material alteration in the nature or time of payment of such obligations.(4) The individual property of a deceased partner shall be liable for those obligations of the partnership incurred while he was a partner but subject to the prior payment of his separate debts and for which the partner was liable under section 15 of this chapter.Formerly: Acts 1949, c.114, s.36. As amended by P.L.230-1995, SEC.7.
IN Code § 23-4-1-37 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-37. Right to Wind Up

Sec. 37. Unless otherwise agreed the partners who have not wrongfully dissolved the partnership or the legal representative of the last surviving partner, not bankrupt, has the right to wind up the partnership affairs: Provided, however, That any partner, his legal representative or his assignee, upon cause shown, may obtain winding up by the court.Formerly: Acts 1949, c.114, s.37.
IN Code § 23-4-1-38 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-38. Rights of Partners to Application of Partnership Property

Sec. 38. (1) When dissolution is caused in any way, except in contravention of the partnership agreement, each partner, as against his copartners and all persons claiming through them in respect of their interests in the partnership, unless otherwise agreed, may have the partnership property applied to discharge its liabilities, and the surplus applied to pay in cash the net amount owing to the respective partners. But if dissolution is caused by expulsion of a partner, bona fide under the partnership agreement and if the expelled partner is discharged from all partnership liabilities, either by payment or agreement under section 36(2) of this chapter, he shall receive in cash only the net amount due him from the partnership.(2) When dissolution is caused in contravention of the partnership agreement the rights of the partners shall be as follows:(a) Each partner who has not caused dissolution wrongfully shall have:(I) All the rights specified in paragraph (1) of this section, and(II) The right, as against each partner who has caused the dissolution wrongfully, to damages for breach of the agreement.(b) The partners who have not caused the dissolution wrongfully, if they all desire to continue the business in the same name, either by themselves or jointly with others, may do so, during the agreed term for the partnership and for that purpose may possess the partnership property, provided they secure the payment by bond approved by the court, or pay to any partner who has caused the dissolution wrongfully, the value of his interest in the partnership at the dissolution, less any damages recoverable under clause (2)(a)(II) of this section, and in like manner indemnify him against all present or future partnership liabilities.(c) A partner who has caused the dissolution wrongfully shall have:(I) If the business is not continued under the provisions of paragraph (2)(b) all the rights of a partner under paragraph (1), subject to clause (2)(a)(II), of this section.(II) If the business is continued under paragraph (2)(b) of this section the right as against his copartners and all claiming through them in respect of their interests in the partnership, to have the value of his interest in the partnership, less any damages caused to his copartners by the dissolution, ascertained and paid to him in cash, or the payment secured by bond approved by the court, and to be released from all existing liabilities of the partnership; but in ascertaining the value of the partner's interest the value of the goodwill of the business shall not be considered.Formerly: Acts 1949, c.114, s.38. As amended by P.L.34-1987, SEC.303.
IN Code § 23-4-1-39 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-39. Rights Where Partnership Is Dissolved for Fraud or Misrepresentation

Sec. 39. Where a partnership contract is rescinded on the ground of the fraud or misrepresentation of one of the parties thereto, the party entitled to rescind is, without prejudice to any other right, entitled,(a) To a lien on, or right of retention of, the surplus of the partnership property after satisfying the partnership liabilities to third persons for any sum of money paid by him for the purchase of an interest in the partnership and for any capital or advances contributed by him; and(b) To stand, after all liabilities to third persons have been satisfied, in the place of the creditors of the partnership for any payments made by him in respect of the partnership liabilities; and(c) To be indemnified by the person guilty of the fraud or making the representation against all debts and liabilities of the partnership.Formerly: Acts 1949, c.114, s.39.
IN Code § 23-4-1-40 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-40. Rules for Distribution

Sec. 40. In settling accounts between the partners after dissolution, the following rules shall be observed, subject to any agreement to the contrary:(a) The assets of the partnership are:(I) The partnership property.(II) The contribution of the partners specified in clause (d) of this paragraph.(b) The liabilities of the partnership shall rank in order of payment, as follows:(I) Those owing to creditors other than partners.(II) Those owing to partners other than for capital and profits.(III) Those owing to partners in respect of capital.(IV) Those owing to partners in respect of profits.(c) The assets shall be applied in the order of their declaration in clause (a) of this paragraph to the satisfaction of the liabilities.(d) Except as provided in section 15(2) of this chapter, the partners shall contribute, as provided by section 18(a) of this chapter, the amount necessary to satisfy the liabilities; but if any, but not all, of the partners are insolvent, or, not being subject to process, refuse to contribute, the other partners shall contribute their share of the liabilities, and, in the relative proportions in which they share the profits, the additional amount necessary to pay the liabilities.(e) An assignee for the benefit of creditors or any person appointed by the court shall have the right to enforce the contributions specified in clause (d) of this paragraph.(f) Any partner or his legal representative shall have the right to enforce the contributions specified in clause (d) of this paragraph, to the extent of the amount which he has paid in excess of his share of the liability.(g) The individual property of a deceased partner shall be liable for the contributions specified in clause (d) of this paragraph.(h) When partnership property and the individual properties of the partners are in possession of a court for distribution, partnership creditors shall have priority on partnership property and separate creditors on individual property, saving the rights of lien or secured creditors as heretofore.(i) Where a partner has become bankrupt or his estate is insolvent, the claims against his separate property shall rank in the following order:(I) Those owing to separate creditors.(II) Those owing to partnership creditors.(III) Those owing to partners by way of contribution.Formerly: Acts 1949, c.114, s.40. As amended by P.L.34-1987, SEC.304; P.L.230-1995, SEC.8.
IN Code § 23-4-1-42 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-42. Rights of Retiring or Estate of Deceased Partner When Business Is Continued

Sec. 42. When any partner retires or dies, and the business is continued under any of the conditions set forth in section 41(1), 41(2), 41(3), 41(5), 41(6), or (38)(2)(b) of this chapter, without any settlement of accounts as between him or his estate and the person or partnership continuing the business, unless otherwise agreed, he or his legal representative as against such persons or partnership may have the value of his interest at the date of dissolution ascertained, and shall receive as an ordinary creditor an amount equal to the value of his interest in the dissolved partnership with interest, or, at his option or at the option of his legal representative, in lieu of interest, the profits attributable to the use of his right in the property of the dissolved partnership; provided that the creditors of the dissolved partnership as against the separate creditors, or the representative of the retired or deceased partner shall have priority on any claim arising under this section, as provided by section 41(8) of this chapter.Formerly: Acts 1949, c.114, s.42. As amended by P.L.34-1987, SEC.306.
IN Code § 23-4-1-43 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-43. Accrual of Actions

Sec. 43. The right to an account of his interest shall accrue to any partner, or his legal representative, as against the winding-up partners or the surviving partners or the person or partnership continuing the business, at the date of dissolution, in the absence of any agreement to the contrary.Formerly: Acts 1949, c.114, s.43.
IN Code § 23-4-1-44 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-44. Limited Liability Partnerships; Legislative Intent and Policy

Sec. 44. (1) It is the intent of the legislature that the legal existence of limited liability partnerships formed under an agreement governed by this chapter be recognized outside the boundaries of this state and that the laws of this state governing such limited liability partnerships transacting business outside this state be granted the protection of full faith and credit of the Constitution of the United States.(2) It is the policy of this state that the internal affairs of partnerships, including limited liability partnerships, formed under an agreement governed by this chapter, including the liability of partners for debts, obligations, and liabilities of or chargeable to the partnership, a partner, or partners, are subject to and governed by the laws of this state.As added by P.L.230-1995, SEC.9.
IN Code § 23-4-1-45 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-45. Limited Liability Partnerships; Registration; Notice

Sec. 45. (a) To qualify as a limited liability partnership, a partnership under this chapter must file a registration with the secretary of state in a form determined by the secretary of state that satisfies the following:(1) States the address of the partnership's principal office.(2) States the name of the partnership's registered agent and the address of the partnership's registered office for service of process as required to be maintained by IC 23-0.5-4.(3) Contains a brief statement of the business in which the partnership engages.(4) States any other matters that the partnership determines to include.(5) States that the filing of the registration is evidence of the partnership's intention to act as a limited liability partnership.(b) The status of a partnership as a limited liability partnership and the liability of a partner of a limited liability partnership is not adversely affected by errors or subsequent changes in the information stated in a registration under subsection (a).(c) A registration on file with the secretary of state is notice that the partnership is a limited liability partnership and is notice of all other facts set forth in the registration.As added by P.L.230-1995, SEC.10. Amended by P.L.11-1996, SEC.21; P.L.34-1997, SEC.8; P.L.277-2001, SEC.6; P.L.178-2002, SEC.101; P.L.60-2007, SEC.2; P.L.40-2013, SEC.2; P.L.213-2015, SEC.246; P.L.118-2017, SEC.35.
IN Code § 23-4-1-45.1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-45.1. Limited Liability Partnerships; Amendment of Registration

Sec. 45.1. (a) As used in this section, “limited liability partnership” refers to a:(1) limited liability partnership; or(2) foreign limited liability partnership;as defined in section 2 of this chapter.(b) The registration of a limited liability partnership may be amended by filing in the office of the secretary of state a certificate of amendment executed by at least one (1) partner authorized to execute an amendment to the registration.(c) A certificate of amendment must contain the following:(1) The name of the limited liability partnership.(2) The date the registration was filed.(3) The amendment to the registration.(d) A certificate of amendment must be accompanied by a thirty dollar ($30) filing fee.(e) Subject to subsection (f), the registration of a limited liability partnership may be amended at any time.(f) An amended registration must contain only provisions that may be lawfully contained in the registration when the amendment is made.As added by P.L.34-1997, SEC.9.
IN Code § 23-4-1-45.2 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-45.2. Limited Liability Partnerships; Withdrawal of Registration; Filing Fee

Sec. 45.2. (a) As used in this section, "limited liability partnership" refers to a:(1) limited liability partnership; or(2) foreign limited liability partnership;as defined in section 2 of this chapter.(b) The registration of a limited liability partnership may be withdrawn by filing in the office of the secretary of state a withdrawal notice executed by at least one (1) partner authorized to execute a withdrawal notice.(c) A withdrawal notice must contain the following:(1) The name of the limited liability partnership.(2) The date the registration was filed.(3) A brief statement regarding the reason for filing the withdrawal notice.(4) Any other information considered appropriate by the limited liability partnership.(d) A withdrawal notice must be accompanied by a filing fee established under IC 23-0.5-9.(e) The withdrawal notice is effective and the partnership ceases to be a limited liability partnership on the date a withdrawal notice is filed with the secretary of state or at any later date or time specified in the notice.As added by P.L.34-1997, SEC.10. Amended by P.L.118-2017, SEC.36.
IN Code § 23-4-1-46 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 1. Uniform Partnership Act|23-4-1-46. Limited Liability Partnerships; Continuation of Partnership and Successor Partnership Registration

Sec. 46. A partnership that has registered as a limited liability partnership is for all purposes the same entity that existed before the registration and continues to be a partnership under the laws of this state. If a limited liability partnership dissolves under section 29 of this chapter, a partnership that is a successor to the limited liability partnership and that intends to be a limited liability partnership is not required to file a new registration and is considered to have filed any documents required or permitted under this section that were filed by the predecessor partnership.As added by P.L.230-1995, SEC.11.
IN Code § 23-4-3-1 (2021)
2021 Indiana Code|Title 23. Business and Other Associations|Article 4. Partnerships|Chapter 3. Accounting by Surviving Partners|23-4-3-1. Settling and Closing Affairs

Sec. 1. In case of the death of one (1) partner, the surviving partner or partners shall proceed to settle and close up, as speedily as may be practicable, the partnership affairs, in accordance with the law in force and the provisions of this chapter.Formerly: Acts 1877, c.86, s.1. As amended by P.L.34-1987, SEC.320.