Utah § 1d-901 - Events causing dissolution. (Renumbered 10/1/2026)

Effective 7/1/2024
Renumbered 10/1/2026
48-1d-901.  Events causing dissolution.
     A partnership is dissolved, and the partnership's activities and affairs must be wound up, upon the occurrence of any of the following:

(1)

in a partnership at will, the partnership has notice of a person's express will to withdraw as a partner, other than a partner that has dissociated under Subsections 48-1d-701(2) through (10), but, if the person specifies a withdrawal date later than the date the partnership had notice, on the later date;

(2)

in a partnership for a definite term or particular undertaking: (a) within 90 days after a person's dissociation by death or otherwise under Subsections 48-1d-701(6) through (10) or wrongful dissociation under Subsection 48-1d-702(2), the affirmative vote or consent of at least half of the remaining partners to wind up the partnership's activities and affairs, for which purpose a person's rightful dissociation pursuant to Subsection 48-1d-702(2)(b)(i) constitutes the expression of that partner's consent to wind up the partnership's activities and affairs; (b) the express consent of all the partners to wind up the partnership's activities and affairs; or (c) the expiration of the term or the completion of the undertaking;

(3)	an event or circumstance that the partnership agreement states causes dissolution;

(4)

upon a petition brought by a partner, the entry of a court order dissolving the partnership on the ground that: (a) the conduct of all or substantially all the partnership's activities and affairs is unlawful; (b) the economic purpose of the partnership is likely to be unreasonably frustrated; (c) another partner has engaged in conduct relating to the partnership's activities and affairs which makes it not reasonably practicable to carry on the business in partnership with that partner; or (d) it is not otherwise reasonably practicable to carry on the partnership's activities and affairs in conformity with the partnership agreement;

(5)

upon a petition brought by a transferee, the entry of a court order dissolving the partnership on the ground that it is equitable to wind up the partnership's activities and affairs: (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; or

(6)	the passage of 90 consecutive days during which the partnership does not have at least two partners.

Renumbered and Amended by Chapter 93, 2026 General Session
Amended by Chapter 401, 2023 General Session