{"data":{"id":"us-ca/corp-15906.07","jurisdiction":"us-ca","citation":"CORP § 15906.07","heading":"","body":"(a) A person’s dissociation as a general partner does not of itself discharge the person’s liability as a general partner for an obligation of the limited partnership incurred before dissociation. Except as otherwise provided in subdivisions (b) and (c), the person is not liable for a limited partnership’s obligation incurred after dissociation.\n(b) A person whose dissociation as a general partner resulted in a dissolution and winding up of the limited partnership’s activities is liable to the same extent as a general partner under Section 15904.04 on an obligation incurred by the limited partnership under Section 15908.04.\n(c) A person that has dissociated as a general partner but whose dissociation did not result in a dissolution and winding up of the limited partnership’s activities is liable on a transaction entered into by the limited partnership after the dissociation only if:\n(1) a general partner would be liable on the transaction; and\n(2) at the time the other party enters into the transaction:\n(A) less than two years have passed since the dissociation; and\n(B) the other party does not have notice of the dissociation and reasonably believes that the person is a general partner.\n(d) By agreement with a creditor of a limited partnership and the limited partnership, a person dissociated as a general partner may be released from liability to the creditor for an obligation of the limited partnership.\n(e) A person dissociated as a general partner is released from liability for an obligation of the limited partnership if the limited partnership’s creditor, with notice of the person’s dissociation as a general partner but without the person’s consent, agrees to a material alteration in the nature or time of payment of the obligation.","path":["Corporations Code - CORP","TITLE 2. PARTNERSHIPS [15800. - 16962.]","CHAPTER 4.5. Uniform Limited Partnership Act of 2008 [15900. - 15912.07.]","ARTICLE 6. Dissociation [15906.01. - 15906.07.]"],"source_url":"https://downloads.leginfo.legislature.ca.gov/pubinfo_2025.zip","current_through":"2026-09-13","vintage":"","retrieved_at":"2026-09-14T05:56:33Z","sha256":"0dde06bb780319f00a69c16da40f87f5bfc73f754868a62aa8fa521d2063e085","source_id":"us-ca","stale":false,"prev":"us-ca/corp-15906.06","next":"us-ca/corp-15907.01"},"notice":"GroundRules: Original legal text. Not legal advice."}