Delaware Account Stated Between Partners and Termination of Partnership
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§§ 17-804. Distribution of assets. (3) Unless otherwise provided in the partnership agreement, to partners first for the return of their contributions and second respecting their partnership interests, in the proportions in which the partners share in distributions.
46, § 23; §§ 17-303. Liability to third parties. (a) A limited partner is not liable for the obligations of a limited partnership unless he or she is also a general partner or, in addition to the exercise of the rights and powers of a limited partner, he or she participates in the control of the business.
§§ 18-305. Access to and confidentiality of information; records. (6) Other information regarding the affairs of the limited liability company as is just and reasonable.
§ 17-303. Liability to third parties. (a) A limited partner is not liable for the obligations of a limited partnership unless he or she is also a general partner or, in addition to the exercise of the rights and powers of a limited partner, he or she participates in the control of the business.
A limited partnership can file a statement of cancellation with the Delaware Department of State, Division of Corporations. The filing will include a fee of $200. The dissolution of a limited partnership occurs when: The winding up process has been completed.
Unless otherwise provided in a partnership agreement, on any matter that is to be voted on, consented to or approved by limited partners, the limited partners may take such action without a meeting, without prior notice and without a vote if consented to or approved, in writing, by electronic transmission or by any ...
(f) The rights of a limited partner to obtain information as provided in this section may be restricted in an original partnership agreement or in any subsequent amendment approved or adopted by all of the partners or in compliance with any applicable requirements of the partnership agreement.
§§ 17-802. Judicial dissolution. On application by or for a partner the Court of Chancery may decree dissolution of a limited partnership whenever it is not reasonably practicable to carry on the business in conformity with the partnership agreement.