42:2A-51 - Dissolution - New Jersey Statutes

42:2A-51.    Dissolution      Dissolution.  A limited partnership is dissolved and its affairs shall be wound up upon the happening of any of the following:

    a.   At the time fixed in or upon the happening of events specified in the certificate of limited partnership;

    b.   The written consent of all partners;

    c.   An event of withdrawal of a general partner unless at the time there is at least one other general partner and the certificate of limited partnership permits the business of the limited partnership to be carried on by the remaining general partner or partners and that partner or partners do so, but the limited partnership is not dissolved and is not required to be wound up by reason of any event of withdrawal, if, within 90 days or shorter period as may be provided in the partnership agreement after the withdrawal, all of the remaining general partners and all or such lesser number as may be provided in the partnership agreement, but not less than two-thirds in interest, of the remaining limited partners agree in writing to continue the business of the limited partnership and to the appointment of one or more additional general partners if necessary or desired;

    d.   The entry of an order or judgment of dissolution under section 51 of P.L. 1983, c. 489 (C. 42:2A-52).

    L. 1983, c. 489, s. 50; amended 1988,c.130,s.26