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Title XXIII CORPORATIONS, ASSOCIATIONS AND PARTNERSHIPS

  Chapter 358back to chapter 358

  358.400.  Rules for distribution. — In settling accounts between the partners after dissolution, the following rules shall be observed, subject to any agreement to the contrary:

  (1)  The assets of the partnership are:

  (a)  The partnership property; and

  (b)  The contributions of the partners specified in subdivision (4) of this section.

  (2)  The liabilities of the partnership shall rank in order of payment, as follows:

  (a)  Those owing to creditors other than partners;

  (b)  Those owing to partners other than for capital and profits;

  (c)  Those owing to partners in respect of capital;

  (d)  Those owing to partners in respect of profits.

  (3)  The assets shall be applied in the order of their declaration in subdivision (1) of this section to the satisfaction of the liabilities.

  (4)  Except as provided in subsection 2 of section 358.150:

  (a)  The partners shall contribute as provided by subdivision (1) of section 358.180 the amount necessary to satisfy the liabilities; and

  (b)  If any, but not all, of the partners are insolvent, or, not being subject to process, refuse to contribute, the other partners shall contribute their share of the liabilities, and, in the relative proportions in which they share the profits, the additional amount necessary to pay the liabilities.

  (5)  An assignee for the benefit of creditors or any person appointed by the court shall have the right to enforce the contributions specified in subdivision (4) of this section.

  (6)  Any partner or the partner's legal representative shall have the right to enforce the contributions specified in subdivision (4) of this section, to the extent of the amount which the partner has paid in excess of the partner's share of the liability.

  (7)  The individual property of a deceased partner shall be liable for the contributions specified in subdivision (4) of this section.

  (8)  When partnership property and the individual properties of the partners are in possession of a court for distribution, partnership creditors shall have priority on partnership property and separate creditors on individual property, saving the rights of lien or secured creditors as heretofore.

  (9)  Where a partner has become bankrupt or the partner's estate is insolvent the claims against the partner's separate property shall rank in the following order:

  (a)  Those owing to separate creditors;

  (b)  Those owing to partnership creditors;

  (c)  Those owing to partners by way of contribution.

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(L. 1949 p. 506 § 40, A.L. 1995 H.B. 558)


< end of effective 28 Aug 1995 >

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