SENATE BILL No. 473 An Act concerning limited partnerships; relating to dissolution; amending K.S.A. 56-1a451
and repealing the existing section. Be it enacted by the Legislature of the State of Kansas:

    Section 1. K.S.A. 56-1a451 is hereby amended to read as follows: 56-
1a451. (a) A limited partnership is dissolved and its affairs shall be wound
up upon the first to occur of the following:

    (a) (1) At the time or upon the happening of events specified in writ-
ing in the partnership agreement;

    (b) (2) written consent of all partners; or

    (c) withdrawal of a general partner unless at the time there is at least
one other general partner and the written provisions of the partnership
agreement permits the business of the limited partnership to be carried
on by the remaining general partner and that partner does so, but the
limited partnership is not dissolved and its affairs are not required to be
wound up by reason of a withdrawal if, within 90 days after the with-
drawal, all partners agree in writing to continue the business of the limited
partnership and to the appointment, effective as of the date of withdrawal,
of one or more additional general partners if necessary or desired; or

    (d) (3) entry of a decree of judicial dissolution under K.S.A. 56-1a452,
and amendments thereto.

    (b) Unless otherwise provided by the written provisions of the part-
nership agreement, the cessation of a person as a general partner shall
not cause the limited partnership to be dissolved or its affairs to be wound
up, and upon the occurrence of any such event, the limited partnership
shall be continued without dissolution by the remaining general partner
or partners, unless: (1) Within 90 days following such cessation all re-
maining general partners and a majority in interest of the limited partners
agree in writing to dissolve the limited partnership; or (2) if there is no
remaining general partner, within 90 days following such cessation a ma-
jority in interest of the limited partners fail to appoint one or more ad-
ditional general partners effective as of the date of the cessation.

    Sec. 2. K.S.A. 56-1a451 is hereby repealed.

    Sec. 3. This act shall take effect and be in force from and after its
publication in the statute book.

I hereby certifiy that the above Bill originated in the
Senate, and passed that body

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President of the Senate.

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Secretary of the Senate.

Passed the House __________________________

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Speaker of the House.

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Chief Clerk of the House.

Approved__________________________________

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Governor.