Nebraska Revised Statutes

Neb. Rev. Stat. § 67-445 (2026)

Settlement of accounts and contributions among partners

✓ current as of July 2026

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(1) In winding up a partnership's business, the assets of the partnership, including the contributions of the partners required by this section, must be applied to discharge its obligations to creditors, including, to the extent permitted by law, partners who are creditors. Any surplus must be applied to pay in cash the net amount distributable to partners in accordance with their right to distributions under subsection (2) of this section.

(2) Each partner is entitled to a settlement of all partnership accounts upon winding up the partnership business. In settling accounts among the partners, profits and losses that result from the liquidation of the partnership assets must be credited and charged to the partners' accounts. The partnership shall make a distribution to a partner in an amount equal to any excess of the credits over the charges in the partner's account. A partner shall contribute to the partnership an amount equal to any excess of the charges over the credits in the partner's account but excluding from the calculation charges attributable to an obligation for which the partner is not personally liable under section 67-418.

(3) If a partner fails to contribute the full amount required under subsection (2) of this section, all of the other partners shall contribute, in the proportions in which those partners share partnership losses, the additional amount necessary to satisfy the partnership obligations for which they are personally liable under section 67-418. A partner or partner's legal representative may recover from the other partners any contributions the partner makes to the extent the amount contributed exceeds that partner's share of the partnership obligations for which the partner is personally liable under section 67-418.

(4) After the settlement of accounts, each partner shall contribute, in the proportion in which the partner shares partnership losses, the amount necessary to satisfy partnership obligations that were not known at the time of the settlement and for which the partner is personally liable under section 67-418.

(5) The estate of a deceased partner is liable for the partner's obligation to contribute to the partnership.

(6) An assignee for the benefit of creditors of a partnership or a partner, or a person appointed by a court to represent creditors of a partnership or a partner, may enforce a partner's obligation to contribute to the partnership.

Notes of Decisions

Cited in 4 cases, 2013–2020 · leading case: Robertson v. Jacobs Cattle Co., 830 N.W.2d 191 (Neb. 2013).

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Robertson v. Jacobs Cattle Co., 830 N.W.2d 191 (Neb. 2013). · cites it 11× “This price is gov- erned by § 67-434(2), which provides: The buyout price of a dissociated partner’s interest is the amount that would have been distributable to the disso- ciating partner under subsection (2) of section 67-445 if, on the date of dissociation, the assets of the…”

Robertson v. Jacobs Cattle Co., 292 Neb. 195 (Neb. 2015). · cites it 6× “Neb. Rev. Stat. § 67-445 (2) (Reissue 2009) provides: Each partner is entitled to a settlement of all partnership accounts upon winding up the partnership business.”

Mogensen Bros. Land & Cattle Co. v. Mogensen, 29 Neb. Ct. App. 56 (Neb. Ct. App. 2020). “56 the managing partner, was a sufficient accounting.” In order to address this assignment of error, we review some of the basic principles of partnership accounting.”

Robertson v. Jacobs Cattle Co. (Neb. 2014). · cites it 3× “”7 We further determined that “the capital gain which would be realized upon a hypothetical liquidation of the part- nership’s land on the date of dissociation, (as required by § 67-434(2)) would constitute ‘profits’ within the meaning of the phrase in § 67-445(2).”

— Neb. Rev. Stat. § 67-445(2) — 3 cases

Robertson v. Jacobs Cattle Co., 830 N.W.2d 191 (Neb. 2013). “This price is gov- erned by § 67-434(2), which provides: The buyout price of a dissociated partner’s interest is the amount that would have been distributable to the disso- ciating partner under subsection (2) of section 67-445 if, on the date of dissociation, the assets of the…”

Robertson v. Jacobs Cattle Co., 292 Neb. 195 (Neb. 2015). “Neb. Rev. Stat. § 67-445 (2) (Reissue 2009) provides: Each partner is entitled to a settlement of all partnership accounts upon winding up the partnership business.”

Robertson v. Jacobs Cattle Co. (Neb. 2014). “”7 We further determined that “the capital gain which would be realized upon a hypothetical liquidation of the part- nership’s land on the date of dissociation, (as required by § 67-434(2)) would constitute ‘profits’ within the meaning of the phrase in § 67-445(2).”

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