358.400. Rules for distribution. - Missouri Statutes

Rules for distribution.

358.400. In settling accounts between the partners after dissolution,the following rules shall be observed, subject to any agreement to thecontrary:

(1) The assets of the partnership are:

(a) The partnership property; and

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

(2) The liabilities of the partnership shall rank in order ofpayment, 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 insubdivision (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) ofsection 358.180 the amount necessary to satisfy the liabilities; and

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

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

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

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

(8) When partnership property and the individual properties of thepartners are in possession of a court for distribution, partnershipcreditors shall have priority on partnership property and separatecreditors on individual property, saving the rights of lien or securedcreditors as heretofore.

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

(a) Those owing to separate creditors;

(b) Those owing to partnership creditors;

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

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