(805) Liability after dissolution of general partner and person dissociated as general partner to limited partnership, other general partners, and persons dissociated as general partner
N.D. Cent. Code § 45-10.2-71
in effect45-10.2-71. (805) Liability after dissolution of general partner and person dissociated
as general partner to limited partnership, other general partners, and persons
dissociated as general partner.
1. If a general partner having knowledge of the dissolution causes a limited partnership to
incur an obligation under subsection 1 of section 45-10.2-70 by an act that is not
appropriate for winding up the activities of the partnership, then the general partner is
liable:
a. To the limited partnership for any damage caused to the limited partnership
arising from the obligation; and
b. If another general partner or a person dissociated as a general partner is liable
for the obligation, then to that other general partner or person for any damage
caused to that other general partner or person arising from the liability.
2. If a person dissociated as a general partner causes a limited partnership to incur an
obligation under subsection 2 of section 45-10.2-70, then the person is liable:
a. To the limited partnership for any damage caused to the limited partnership
arising from the obligation; and
b. If a general partner or another person dissociated as a general partner is liable
for the obligation, then to the general partner or other person for any damage
caused to the general partner or other person arising from the liability.
Source: Open US Law by Vaquill AI (CC BY 4.0)URL: https://ndlegis.gov/cencode/t45c10-2.pdf#nameddest=45-10p2-71Fetched: 10/16/2026