Nevada Revised Statutes 87A.505 – Power of general partner and person withdrawn as general partner to bind partnership after dissolution
1. A limited partnership is bound by a general partner’s act after dissolution which:
Terms Used In Nevada Revised Statutes 87A.505
- Partnership: A voluntary contract between two or more persons to pool some or all of their assets into a business, with the agreement that there will be a proportional sharing of profits and losses.
- person: means a natural person, any form of business or social organization and any other nongovernmental legal entity including, but not limited to, a corporation, partnership, association, trust or unincorporated organization. See Nevada Revised Statutes 0.039
(a) Is appropriate for winding up the limited partnership’s activities; or
(b) Would have bound the limited partnership under NRS 87A.355 before dissolution, if, at the time the other party enters into the transaction, the other party does not have notice of the dissolution.
2. A person withdrawn as a general partner binds a limited partnership through an act occurring after dissolution if: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:
(1) Less than 2 years has passed since the withdrawal; and
(2) The other party does not have notice of the withdrawal and reasonably believes that the person is a general partner; and
(b) The act:
(1) Is appropriate for winding up the limited partnership’s activities; or
(2) Would have bound the limited partnership under NRS 87A.355 before dissolution and at the time the other party enters into the transaction the other party does not have notice of the dissolution.