50-73.137:3 - Other claims against dissolved registered limited liability partnership. - Virginia Statutes

§ 50-73.137:3. Other claims against dissolved registered limited liabilitypartnership.

A. A dissolved partnership that is a registered limited liability partnershipat the time of its dissolution may also publish notice of its dissolution andrequest that persons with claims against the dissolved partnership presentthem in accordance with the notice.

B. The notice shall:

1. Be published one time in a newspaper of general circulation in the city orcounty where the dissolved partnership's principal office, or, if none in theCommonwealth, its registered office, is or was last located;

2. Describe the information that must be included in a claim and provide amailing address where the claim may be sent; and

3. State that a claim against the dissolved partnership will be barred unlessa proceeding to enforce the claim is commenced prior to the earlier of theexpiration of any applicable statute of limitations or three years after thedate of publication of the notice.

C. If the dissolved partnership publishes a newspaper notice in accordancewith subsection B, the claim of each of the following claimants is barredunless the claimant commences a proceeding to enforce the claim against thedissolved partnership prior to the earlier of the expiration of anyapplicable statute of limitations or three years after the publication dateof the newspaper notice:

1. A claimant who was not given written notice under § 50-73.137:2;

2. A claimant whose claim was timely sent to the dissolved partnership butnot acted on; and

3. A claimant whose claim does not meet the definition of a claim insubsection D of § 50-73.137:2.

D. A claim that is not barred by subsection C of § 50-73.137:2 or subsectionC of § 50-73.137:3 may be enforced:

1. Against the dissolved partnership, to the extent of its undistributedassets; or

2. Except as provided in subsection D of § 50-73.137:4, if the assets havebeen distributed in liquidation, against a partner of the dissolvedpartnership to the extent of the partner's pro rata share of the claim or thepartnership assets distributed to the partner in liquidation, whichever isless, but a partner's total liability for all claims under this section maynot exceed the total amount of assets distributed to the partner.

(2006, c. 912.)