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2018 Georgia Code 14-8-37 | Car Wreck Lawyer

Link to State of Georgia Official Statute 2018 Georgia Code Annotated (sourced from legal.resource.org)
O.C.G.A. 14-8-37 Case Law from Google Scholar Amendments to OCGA 14-8-37

TITLE 14 CORPORATIONS, PARTNERSHIPS, AND ASSOCIATIONS

Section 8. Partnerships, 14-8-1 through 14-8-64.

ARTICLE 3 CORPORATIONS ORGANIZED FOR RELIGIOUS, FRATERNAL, OR EDUCATIONAL PURPOSES

14-8-37. Rights of partners in winding up partnership affairs.

Unless otherwise agreed, the partners who have not wrongfully dissolved the partnership or the legal representative of the last surviving partner, not bankrupt, has the right to wind up the partnership affairs, including the right to convey any real property of the partnership; provided, however, that any partner, his legal representative, or his assignee, upon cause shown, may obtain winding up by the court.

(Code 1981, §14-8-37, enacted by Ga. L. 1984, p. 1439, § 1.)

COMMENT

Note to Uniform Partnership Act This section determines who may conduct partnership affairs during the winding up period.

Prior Georgia Law Prior O.C.G.A. § 14-8-47 was consistent in giving the right to wind up to surviving partners as against the representatives of the deceased partners. There was no provision specifying which of the surviving partners may wind up. With respect to winding up by court-appointed receivers upon cause shown, see Bennett v. Smith, 108 Ga. 466, 34 S.E. 156 (1899); Boyce v. Burchard, 21 Ga. 74 (1857).

Official UPA This section is the same as the official version except for the added reference to the right to convey real property. This change is based on the Nebraska version of § 37, Neb. Rev. Stat. § 67-337 (1981).

Cross-References Right to control the partnership prior to dissolution: §§ 14-8-18(5) and (8). Compensation for winding up services: § 14-8-18(6). Fiduciary duties during winding up: § 14-8-21. Surviving partners' right to control deceased partner's interest in partnership property: § 14-8-25(b)(2). Right to contribution for post-dissolution liabilities: § 14-8-34. Partner's power to bind the partnership in post-dissolution transactions: § 14-8-35.

RESEARCH REFERENCES

Am. Jur. 2d.

- 59A Am. Jur. 2d, Partnership, § 539 et seq.

C.J.S.

- 68 C.J.S., Partnership, §§ 431 et seq, 492, 496.

ALR.

- Construction and application of § 18(f) of Uniform Partnership Act as to surviving partner's right to compensation for services in winding up partnership, 81 A.L.R.2d 445.

Cases Citing Georgia Code 14-8-37 From Courtlistener.com

Total Results: 1

Chaney v. Burdett

Court: Supreme Court of Georgia | Date Filed: 2002-02-25

Citation: 560 S.E.2d 21, 274 Ga. 805

Snippet: partners must wind up the partnership affairs. OCGA § 14-8-37; see Murphy v. Murphy, 214 Ga. 602, 604, 106 S