Uniform Partnership Act
Indiana · Repealed · §§ 23-4-1-1 to 23-4-1-9 · 62 sections
Overview
The act governs the formation, internal operation, and eventual dissolution of general partnerships, treating the partnership as an entity that can own and transfer property, sue and be sued, and act through its partners as agents. It supplies default rules for the relationship among partners — fiduciary duties, access to books and records, distributions, and what a partner owns and may transfer — while setting the terms on which the partnership and its individual partners become liable to outsiders, including creditors who reach a partner's transferable interest by court order. It also establishes filing mechanisms through which authority, its denial, a partner's departure, and dissolution can be made a matter of public record, and it defines when a partner's dissociation triggers a buyout rather than the end of the business, along with the process for winding up and settling accounts when the partnership does terminate.
Editorial summary generated from the text of this act. It is not part of the statute — read the sections below for the operative language.
In the courts
Sections of this act have been cited in 28 court decisions.
Most-cited authority: 670 N.E.2d 1280 - Rice v. Strunk
Sections covered
- Ind. Code § 23-4-1-1Short title6 cites
- Ind. Code § 23-4-1-10Conveyance of real property of partnership
- Ind. Code § 23-4-1-11Partnership bound by admission of partner
- Ind. Code § 23-4-1-12Partnership charged with knowledge of or notice to partner
- Ind. Code § 23-4-1-13Partnership bound by partner's wrongful act5 cites
- Ind. Code § 23-4-1-14Partnership bound by partner's breach of trust2 cites
- Ind. Code § 23-4-1-15Nature of partner liability; partnerships; limited liability partnerships4 cites
- Ind. Code § 23-4-1-16Partner by estoppel
- Ind. Code § 23-4-1-17Liability of incoming partner
- Ind. Code § 23-4-1-18Rules determining rights and duties of partners1 cite
- Ind. Code § 23-4-1-19Partnership books
- Ind. Code § 23-4-1-2Definitions
- Ind. Code § 23-4-1-20Duty of partners to render information
- Ind. Code § 23-4-1-21Partner accountable as fiduciary
- Ind. Code § 23-4-1-22Right to account
- Ind. Code § 23-4-1-23Continuation of partnership beyond fixed term
- Ind. Code § 23-4-1-24Extent of property rights of partner1 cite
- Ind. Code § 23-4-1-25Nature of partner's right in specific partnership property
- Ind. Code § 23-4-1-26Nature of partner's interest in partnership
- Ind. Code § 23-4-1-27Assignment of partner's interest
- Ind. Code § 23-4-1-28Partner's interest subject to charging order
- Ind. Code § 23-4-1-29Dissolution defined
- Ind. Code § 23-4-1-3Interpretation of knowledge and notice1 cite
- Ind. Code § 23-4-1-30Partnership not terminated by dissolution
- Ind. Code § 23-4-1-31Causes of dissolution1 cite
- Ind. Code § 23-4-1-32Dissolution by decree of court
- Ind. Code § 23-4-1-33General effect of dissolution on authority of partner
- Ind. Code § 23-4-1-34Right of partner to contribution from copartners after dissolution
- Ind. Code § 23-4-1-35Power of partner to bind partnership to third person after dissolution
- Ind. Code § 23-4-1-36Effect of dissolution on partner's existing liability
- Ind. Code § 23-4-1-37Right to wind up
- Ind. Code § 23-4-1-38Rights of partners to application of partnership property
- Ind. Code § 23-4-1-39Rights where partnership is dissolved for fraud or misrepresentation
- Ind. Code § 23-4-1-4Rules of construction
- Ind. Code § 23-4-1-40Rules for distribution
- Ind. Code § 23-4-1-41Liability of persons continuing business in certain cases
- Ind. Code § 23-4-1-42Rights of retiring or estate of deceased partner when business is continued1 cite
- Ind. Code § 23-4-1-43Accrual of actions
- Ind. Code § 23-4-1-44Limited liability partnerships; legislative intent and policy
- Ind. Code § 23-4-1-45Limited liability partnerships; registration; notice
- Ind. Code § 23-4-1-45.1Limited liability partnerships; amendment of registration
- Ind. Code § 23-4-1-45.2Limited liability partnerships; withdrawal of registration; filing fee
- Ind. Code § 23-4-1-45.3Repealed
- Ind. Code § 23-4-1-45.4Repealed
- Ind. Code § 23-4-1-45.5Repealed
- Ind. Code § 23-4-1-45.6Repealed
- Ind. Code § 23-4-1-45.7Repealed
- Ind. Code § 23-4-1-46Limited liability partnerships; continuation of partnership and successor partnership registration
- Ind. Code § 23-4-1-47Repealed
- Ind. Code § 23-4-1-48Repealed
- Ind. Code § 23-4-1-49Repealed
- Ind. Code § 23-4-1-5Rules for cases not provided for in chapter
- Ind. Code § 23-4-1-50Repealed
- Ind. Code § 23-4-1-51Repealed
- Ind. Code § 23-4-1-52Repealed
- Ind. Code § 23-4-1-53Repealed
- Ind. Code § 23-4-1-54Repealed
- Ind. Code § 23-4-1-59Repealed
- Ind. Code § 23-4-1-6Partnership defined4 cites
- Ind. Code § 23-4-1-7Rules for determining existence of partnership1 cite
- Ind. Code § 23-4-1-8Partnership property
- Ind. Code § 23-4-1-9Partner as agent1 cite
Enacted in other states
Alaska, Arkansas, California, Colorado, Connecticut, District of Columbia, Iowa, Idaho, Illinois, Kentucky, Minnesota, Montana, North Carolina, New Hampshire, New Jersey, New Mexico, Ohio, Pennsylvania, South Carolina, South Dakota, Tennessee, Utah, Virginia, West Virginia, Wyoming
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