{"data":{"id":"us-co/c.r.s.-7-64-801","jurisdiction":"us-co","citation":"C.R.S. § 7-64-801","heading":"Events causing dissolution and winding up of partnership business.","body":"(1) A partnership is dissolved, and its business shall be wound up, only upon the occurrence of any of the following events:\n\n(a) In a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under section 7-64-601 (1)(b) to (1)(j), of that partner's express will to withdraw as a partner; except that, if the partnership has notice that the partner's will is to withdraw at a later date, then the dissolution shall occur at the later date stated by the partner;\n\n(b) In a partnership for a definite term or particular undertaking:\n\n(I) Within ninety days after a partner's wrongful dissociation under section 7-64-602 (2) or a partner's dissociation by death or otherwise under section 7-64-601 (1)(f) to (1)(j), the express will of at least half of the remaining partners to wind up the partnership business, for which purpose a partner's rightful dissociation, pursuant to section 7-64-602 (2)(b)(I), constitutes the expression of that partner's will;\n\n(II) The express will of all of the partners to wind up the partnership business; or\n\n(III) The expiration of the term or the completion of the undertaking;\n\n(c) An event agreed to in the partnership agreement resulting in the winding up of the partnership business;\n\n(d) An event that makes it unlawful for all or substantially all of the business of the partnership to be continued, but a cure of illegality within ninety days after the partnership has notice of the event is effective retroactively to the date of the event for purposes of this section;\n\n(e) On application by a partner, a judicial determination that:\n\n(I) The economic purpose of the partnership is likely to be unreasonably frustrated;\n\n(II) Another partner has engaged in conduct relating to the partnership business which makes it not reasonably practicable to carry on the business in partnership with that partner;\n\n(III) It is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or\n\n(IV) The partnership is not reasonably likely to pay liabilities against which it indemnifies the dissociated partner;\n\n(f) On application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business:\n\n(I) After the expiration of the term or completion of the undertaking, if the partnership was for a definite term or particular undertaking at the time of the transfer or entry of the charging order that gave rise to the transfer; or\n\n(II) At any time, if the partnership was a partnership at will at the time of the transfer or entry of the charging order that gave rise to the transfer.","path":["Title 7 - CORPORATIONS AND ASSOCIATIONS","Article 64 - Colorado Uniform Partnership Act (1997)","Part 8 - WINDING UP PARTNERSHIP BUSINESS"],"source_url":"https://olls.info/crs/crs2026-title-07.htm","current_through":"Colorado Revised Statutes 2026","vintage":"","retrieved_at":"2026-09-14T18:37:45Z","sha256":"0db6833c9074302a85b29913d972779da70ac84a0f2e756357380e868e5293f7","source_id":"us-co","stale":false,"prev":"us-co/c.r.s.-7-64-705","next":"us-co/c.r.s.-7-64-802"},"notice":"GroundRules: Original legal text. Not legal advice."}
