Θεσμοί Πολιτικής Δικονόμίας - ORDER 54: WINDING-UP OF LIMITED PARTNERSHIPS

1. In the event of a limited partnership being wound up by the Court every present and past partner, general or limited, shall be liable to contribute to the assets of the limited partnership to an amount sufficient for payment of its debts and liabilities, and the costs, charges, and expenses of the winding-up, and for the adjustment of the rights of the contributories amongst themselves, with the qualifications following, that is to say:

(1) No present or past limited partner shall be liable to contribute as such to the assets of the limited partnership to any greater amount than the amount of any part of his contribution as such limited partner which he may have drawn out or received back since he became or whilst he remained a limited partner, except in the case of a present limited partner who is a past general partner and in the case of a past limited partner who has become a present general partner.

(2) No past general partner shall be liable to contribute as such to the assets of the limited partnership, except in respect of partnership debts and obligations incurred whilst he continued to be a general partner : but every past general partner who has become a limited partner shall in addition to any amount which he may be liable to contribute in respect of partnership debts and obligations incurred while he continued to be a general partner be liable to contribute to the assets of the limited partnership to an amount equal to the amount of any part of his contribution as such limited partner which he may have drawn out or received back since he became or whilst he remained a limited partner.

(3) No past partner, general or limited, shall be liable to contribute as such to the assets of the limited partnership unless it appears to the Court that the existing partners are unable to satisfy the contributions required to be made by them in pursuance of this Rule.

(4) No sum due to any partner, general or limited, in his character of a partner, by way of capital, dividend, profits, or otherwise, shall be deemed to be a debt of the limited partnership payable to such partner in a case of competition between himself and any other creditor not being a partner but any such sum may be taken into account for the purpose of the final adjustment of the rights of the contributories amongst themselves.

(2) A petition for the winding-up of a limited partnership if presented in the name of the firm shall be signed by all the general partners, if there are more than one.

3. (1) Every demand for payment, and every notice of the institution of any action or other proceeding, and every petition for the winding-up of a limited partnership unless presented in the name of the firm by all the general partners jointly, if there are more than one, shall be served upon the limited partnership at the principal place of business of the limited partnership as registered, by delivering the same to one of the general partners there or to some person having at the time of service the control or management of the partnership business there, unless the Court or Judge shall otherwise direct.

(2) Every petition for the winding-up of a limited partnership presented in the name of the firm by all the general partners jointly, if there are more than one, or presented by any general partner, shall be served on each of the limited partners personally unless the Court or Judge shall otherwise direct.

(3) Every notice and other document requiring to be served upon the limited partnership for the service of which no special mode is prescribed may be served by leaving the same at the principal place of business of the limited partnership as registered.

4. For the purpose of settling the list of contributories the Court shall have power to rectify the register of the limited partnership in respect of-

(c) the nature of the liability of any partner, whether general or limited as therein registered and otherwise as may be necessary for the purpose aforesaid, upon the application of any person aggrieved or of any partner whether general or limited.

5. In the event of any contributory being adjudged bankrupt, entering into an agreement to pay his creditors less than twenty shillings in the pound, or dying in insolvent circumstances, and of an order being made for the administration of his estate according to the law of bankruptcy, the liquidator shall not have power to prove, rank, claim, and draw a dividend for any balance against the estate of such contributory, or to take and receive dividends in respect of such balance, until the claims of the other separate creditors of such contributory for valuable consideration in money or money's worth have been satisfied.