Kansas Statutes Annotated

K.S.A. § 56a-801 (2026)

Events causing dissolution and winding up of partnership business

✓ current as of May 2026
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56a-801. Events causing dissolution and winding up of partnership business. A partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events:

(a) In a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under subsections (b) through (j) of K.S.A. 56a-601, of that partner's express will to withdraw as a partner, or on a later date specified by the partner;

(b) in a partnership for a definite term or particular undertaking:

(1) Within 90 days after a partner's dissociation by death or otherwise under subsections (f) through (j) of K.S.A. 56a-601 or wrongful dissociation under subsection (b) of K.S.A. 56a-602, the express will of at least ½ of the remaining partners to wind up the partnership business, for which purpose a partner's rightful disassociation pursuant to subsection (b)(2)(i) of K.S.A. 56a-602 and amendments thereto constitutes the expression of that partner's will to wind up the partnership business;

(2) the express will of all of the partners to wind up the partnership business; or

(3) the expiration of the term or the completion of the undertaking;

(c) an event agreed to in the partnership agreement resulting in the winding up of the partnership business;

(d) an event that makes it unlawful for all or substantially all of the business of the partnership to be continued, but a cure of illegality within 90 days after notice to the partnership of the event is effective retroactively to the date of the event for purposes of this section;

(e) on application by a partner, a judicial determination that:

(1) The economic purpose of the partnership is likely to be unreasonably frustrated;

(2) another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner; or

(3) it is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or

(f) on application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business:

(1) After the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or

(2) at any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.

History: L. 1998, ch. 93, § 38; January 1, 1999.


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Notes of Decisions
Cited in 7 cases, 2006–2019 · leading case: Welch v. via Christi Health Partners, Inc., 133 P.3d 122 (Kan. 2006).
Sort: Relevance Newest Treatment
Welch v. via Christi Health Partners, Inc., 133 P.3d 122 (Kan. 2006). · cites it 2× “56a-701, which provides in relevant part: “(a) If a partner is dissociated from a partnership without resulting in a dissolution and winding up of the partnership business under K.S.A. 56a-801, the partnership shall cause the dissociated partner’s interest in the partnership to…”
In re P'ship of PB&R, 380 P.3d 234 (Kan. Ct. App. 2016). “56a-402 is found in Article 4 of the Kansas Revised Uniform Partnership Act, which applies to the relations of partners to each other and the partnership, while other provisions, found in Article 8, K.S.A. 56a-801 to -807, govern dissolution.”
Giles v. Giles Land Co., L.P., 279 P.3d 139 (Kan. Ct. App. 2012). “56a-601(e) is veiy similar to the dissolution provisions set out in K.S.A. 56a-801(e). The comment to § 601 of the UPA, which is the source of K.”
Graves Farms (Bankr. D. Kan. 2019). · cites it 3× “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Graves Farms (Bankr. D. Kan. 2019). · cites it 3× “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Harold Dean Graves & Karen Lynn Graves (Bankr. D. Kan. 2019). · cites it 3× “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Michael Keith Graves & Rachelle Rae Graves (Bankr. D. Kan. 2019). · cites it 3× “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
— K.S.A. § 56a-801(e) — 1 case
Giles v. Giles Land Co., L.P., 279 P.3d 139 (Kan. Ct. App. 2012). “56a-601(e) is veiy similar to the dissolution provisions set out in K.S.A. 56a-801(e). The comment to § 601 of the UPA, which is the source of K.”
— K.S.A. § 56a-801(f) — 4 cases
Graves Farms (Bankr. D. Kan. 2019). “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Graves Farms (Bankr. D. Kan. 2019). “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Harold Dean Graves & Karen Lynn Graves (Bankr. D. Kan. 2019). “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
Michael Keith Graves & Rachelle Rae Graves (Bankr. D. Kan. 2019). “§ 56a-801(f) (2005). 11 Cf. Doc. 58 (Partnership Plan) with Trial Ex.”
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