Del. Code tit. 6 § 15-805

Current through 2024 Legislative Session Act Chapter 531
Section 15-805 - Statement of dissolution
(a) After dissolution, a partnership may file a statement of dissolution stating the name of the partnership and that the partnership has dissolved and is winding up its business or affairs.
(b) A statement of dissolution cancels a filed statement of partnership existence for the purposes of Section 15-303(b) and is a limitation on authority for the purposes of Section 15-303(c).
(c) For the purposes of Sections 15-301 and 15-804, a person not a partner is deemed to have notice of the dissolution and the limitation on the partners' authority as a result of a statement of dissolution 60 days after it is filed.
(d) After filing a statement of dissolution, a dissolved partnership may file a statement of partnership existence which will operate with respect to a person not a partner as provided in Section 15-303(b) and (c) in any transaction, whether or not the transaction is appropriate for winding up the partnership business or affairs.
(e) If a partnership which has dissolved fails or refuses to file a statement of dissolution, any partner or dissociated partner who is or may be adversely affected by the failure or refusal may petition the Court of Chancery to direct the filing. If the Court finds that the statement of dissolution should be filed and that the partnership has failed or refused to do so, it shall enter an order granting appropriate relief.

6 Del. C. § 15-805

72 Del. Laws, c. 151, § 1.;