Dissolving a Partnership
Partners who no longer wish to do business can create a dissolution of partnership agreement. A dissolution of partnership agreement details the terms under which the partnership will terminate. Often, it is written only after lengthy negotiations, sometimes with attorneys present. Though generally recommended, partners need not wind up their affairs using a dissolution agreement since having a dissolution agreement is optional rather than mandatory.
Avoiding Default State Laws
State laws typically provide default procedures for dissolving a partnership. When partners wind up their affairs using a dissolution agreement, they can set their own terms rather than rely on default statutory terms provided by their state. This allows partners to create terms that better fit their particular situation than a state's default rules.
Assigning Outstanding Debts
A written dissolution of partnership agreement allows partners to address any debts that might survive the partnership, agree on the distribution of remaining assets and address any other remaining issues. The agreement can also later serve as evidence that a partner agreed to retire a particular partnership obligation as well as award a partner the right to claim a particular asset, including the right to continue to do business under the auspices of the former partnership.
Enforcing Rights in Court
Because it is a legally enforceable contract, partners can enforce the terms of a written dissolution of partnership agreement in court. This is the main advantage of having a dissolution agreement: Furthermore, a clearly worded dissolution agreement can help avoid misunderstandings. However, if misunderstandings occur, partners may enforce their rights through litigation, filing suit in the proper court within the state where the partnership was created.