Partnership Law Act 2019

Financial reporting, dissolution of partnership, and other miscellaneous provisions - End of partnership - Dissolving a partnership

75: Continuing authority of partners for purposes of winding up and completing transactions

You could also call this:

"Partners can finish up business after a partnership ends"

When a partnership ends, the partners still have some power and responsibilities. You can still act for the partnership, but only to finish things up or complete deals that were already started. This doesn't mean you can start new business for the partnership.

If one of the partners goes bankrupt, they can't make decisions for the partnership anymore. But if you pretend to be a partner of someone who's bankrupt, or let others think you are, you might still be responsible for what happens.

Remember, these rules are only for wrapping up the partnership's affairs. You can't use them to start new business or keep the partnership going as if nothing has changed.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=LMS206093.


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74: Right to notify dissolution, or

"You can tell people if your partnership ends or someone leaves"


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76: Application of partnership property, or

"How partnership money and property are used when a partnership ends"

Part 4Financial reporting, dissolution of partnership, and other miscellaneous provisions
End of partnership: Dissolving a partnership

75Continuing authority of partners for purposes of winding up and completing transactions

  1. This section applies after a partnership is dissolved.

  2. The authority of each partner to bind the firm, and the other rights and obligations of the partners, continue (despite the dissolution) to the extent that is necessary—

  3. to wind up the affairs of the partnership; and
    1. to complete transactions begun before, but unfinished at, the time that the partnership is dissolved.
      1. The authority and the rights and obligations do not otherwise continue.

      2. Despite subsection (2), the firm is not bound by the acts of a partner who is bankrupt.

      3. Subsection (4) does not affect the liability of a person who has, after a partner becomes bankrupt,—

      4. represented themselves as a partner of the bankrupt; or
        1. knowingly allowed themselves to be represented as a partner of the bankrupt.
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