Winding up.

A limited partnership shall continue after dissolution only for the purpose of winding up its activities and affairs. In winding up its activities and affairs, the limited partnership: May amend its certificate of limited partnership to state that the limited partnership is dissolved, preserve the limited partnership business or property as a going concern for a reasonable time, prosecute and defend actions and proceedings, whether civil, criminal, or administrative, transfer the limited partnership’s property, settle disputes by mediation or arbitration, file a statement of termination as provided in § 29-702.03, and perform other necessary acts; and Shall discharge the limited partnership’s liabilities, settle and close the limited partnership’s activities, and marshal and distribute the assets of the partnership. If a dissolved limited partnership does not have a general partner, a person to wind up the dissolved limited partnership’s activities and affairs may be appointed by the consent of limited partners owning a majority of the rights to receive distributions as limited partners at the time the consent is to be effective. A person appointed under this subsection shall: Have the powers of a general partner under § 29-708.04; and Promptly amend the certificate of limited partnership to state: That the limited partnership does not have a general partner; The name of the person that has been appointed to wind up the limited partnership; and The street and mailing address of the person. On the application of any partner, the Superior Court may order judicial supervision of the winding up, including the appointment of a person to wind up the dissolved limited partnership’s activities and affairs, if: A limited partnership does not have a general partner and within a reasonable time following the dissolution no person has been appointed pursuant to subsection (c) of this section; or The applicant establishes other good cause. Application of Law 19-210: Section 7 of D.C. Law 19-210 provided that the act shall apply as of January 1, 2012. Uniform Law: This section is based on § 803 of the Uniform Limited Partnership Act (2001 Act).