The Florida Senate

620.8801  Events causing dissolution and winding up of partnership business.--A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events:

(1)  In a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under s. 620.8601(2)-(10), of such partner's express will to withdraw as a partner, or withdraw on a later date specified by the partner;

(2)  In a partnership for a definite term or particular undertaking:

(a)  The expiration of 90 days after a partner's dissociation by death or otherwise under s. 620.8601(6)-(10) or by wrongful dissociation under s. 620.8602(2), unless before that time a majority in interest of the remaining partners, including partners who have rightfully dissociated pursuant to s. 620.8602(2)(b)1., agree to continue the partnership;

(b)  The express will of all of the partners to wind up the partnership's business; or

(c)  The expiration of the term or the completion of the undertaking;

(3)  An event agreed to in the partnership agreement resulting in the winding up of the partnership business;

(4)  An event which makes it unlawful for all or substantially all of the business of the partnership to be continued, provided, a cure of the illegality, within 90 days after notice to the partnership of the event, is effective retroactively to the date of the event for purposes of this section;

(5)  On application by a partner, a judicial determination that:

(a)  The economic purpose of the partnership is likely to be unreasonably frustrated;

(b)  Another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with such partner; or

(c)  It is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or

(6)  On application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business:

(a)  After the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or

(b)  At any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.

History.--s. 13, ch. 95-242.