Okla. Stat. tit. 54, § 54-500-807A: Other claims against dissolved limited partnership

OTHER CLAIMS AGAINST DISSOLVED LIMITED PARTNERSHIP.

(a) A dissolved limited partnership may publish notice of its

dissolution and request persons having claims against the limited

partnership to present them in accordance with the notice.

(b) The notice must:

(1) be published at least once in a newspaper of general

circulation in the county in which the dissolved limited

partnership’s principal office is located or, if it has none in this

state, in the county in which the limited partnership’s designated

office is or was last located;

(2) describe the information required to be contained in a

claim and provide a mailing address to which the claim is to be

sent;

(3) state that a claim against the limited partnership is

barred unless an action to enforce the claim is commenced within

five (5) years after publication of the notice; and

(4) unless the limited partnership has been throughout its

existence a limited liability limited partnership, state that the

barring of a claim against the limited partnership will also bar any

corresponding claim against any general partner or person

dissociated as a general partner which is based on Section 38 of

this act.

(c) If a dissolved limited partnership publishes a notice in

accordance with subsection (b) of this section, the claim of each of

the following claimants is barred unless the claimant commences an

action to enforce the claim against the dissolved limited

partnership within five (5) years after the publication date of the

notice:

(1) a claimant that did not receive notice in a record under

Section 68 of this act;

(2) a claimant whose claim was timely sent to the dissolved

limited partnership but not acted on; and

(3) a claimant whose claim is contingent or based on an event

occurring after the effective date of dissolution.

(d) A claim not barred under this section may be enforced:

(1) against the dissolved limited partnership, to the extent of

its undistributed assets;

(2) if the assets have been distributed in liquidation, against

a partner or transferee to the extent of that person’s proportionate

share of the claim or the limited partnership’s assets distributed

to the partner or transferee in liquidation, whichever is less, but

a person’s total liability for all claims under this paragraph does

not exceed the total amount of assets distributed to the person as

part of the winding up of the dissolved limited partnership; or

(3) against any person liable on the claim under Section 38 of

this act.