O.C.G.A.

O.C.G.A. § 14-8-43 (2019)

Rights of partners to accounting of interest in partnership upon dissolution

✓ O.C.G.A. — 2019 edition (Public.Resource.Org Release 73)

Code text and O.C.G.A. statutory annotations on this page reflect the 2019 Official Code of Georgia Annotated (Public.Resource.Org Release 73, 2019-08-21; public domain per Georgia v. Public.Resource.Org, 2020). The Syfert case-law annotations in Notes of Decisions, below, are current.

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The right to an account of his interest shall accrue to any partner, his assignee, or his legal representative, as against the winding up part947

CORPORATIONS & PARTNERSHIPS

ners or the surviving partners or the person or partnership continuing the business, at the date of dissolution, in the absence of any agreement to the contrary.

History

(Code 1981, § 14-8-43, enacted by Ga. L. 1984, p. 1439, § 1.)

Annotations

COMMENT Note to Uniform Partnership Act Under this section, the statute of limitations on a partner’s right to an accounting begins to run at the time of dissolution. This section also identifies who may enforce the right to account. Prior Georgia Law There was no comparable provision. Georgia case law was inconsistent in holding that the four year limitations period under O.C.G.A. § 9-3-25 (governing actions on accounts) begins to run after partnership affairs have been settled rather than at the earlier time of dissolution. See Prentice v. Elliott, 72 Ga. 154 (1883). Official UPA This section is the same as the official version except that the right to sue for an account is given not only to the partner or his legal representative, but also to a partner’s assignee. This is consistent with new subsection 14-8-27(c) (assignee has right to an account from the date of last account agreed to by the partners); § 14-8-37 (assignee may obtain winding up by the court); and § 14-8-32(b) (assignee may sue for dissolution). Cross-References Assignee’s right to account: § 14-8-27(c). When dissolution occurs: § 14-8-31. Right to wind up the partnership after dissolution: § 14-8-37. Right to application of property after dissolution: § 14-8-38. Rules for distribution of property after dissolution: § 14-8-40. Rights to profits or interest when business continued after dissolution: § 14-8-42. JUDICIAL DECISIONS Cited in Arford v. Blalock, 199 Ga. App. 434, 405 S.E.2d 698 (1991). RESEARCH REFERENCES Am. Jur. 2d. - 59A Am. Jur. 2d, Partnership, §§ 600 et seq., 656 et seq. C.J.S. - 68 C.J.S., Partnership, §§ 331, 348, 350, 351, 453 et seq., 455 et seq.

ALR. - When statute of limitations commences to run on right of partnership accounting, 44 ALR4th 678.

Notes of Decisions

Cited in 4 cases, 1991–2005 · leading case: Singleton v. Terry, 584 S.E.2d 613 (Ga. Ct. App. 2003).

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Singleton v. Terry, 584 S.E.2d 613 (Ga. Ct. App. 2003). · cites it 6× “United Tower contends that the partial denial of its motion for summary judgment was error in that Ms.”

Arford v. Blalock, 405 S.E.2d 698 (Ga. Ct. App. 1991). · cites it 2× “See also OCGA § 14-8-43. The original complaint included a count demanding an accounting but, for reasons known only to Blalock’s attorneys, Blalock announced after the close of plaintiff’s evidence that the claim for an accounting was no longer a part of the case.”

Zaglin v. Atlanta Army Navy Store, Inc., 622 S.E.2d 73 (Ga. Ct. App. 2005). · cites it 2× “Zaglin specifically claims that Carl failed to provide an accounting to her upon Jack’s death as required by OCGA § 14-8-43, and that Carl denied her the right to “audit, examine, and make copies of or extracts from the books of account of the Joint Venture,” as provided in…”

Chaney v. Burdett, 548 S.E.2d 407 (Ga. Ct. App. 2001). · cites it 2× “See OCGA § 14-8-43. Parmar v. Khera, 215 Ga. App.”

Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.