Power to bind partnership after dissolution.
Miss. Code Ann. § 79-14-804
in effectA limited partnership is bound by a general partner’s act after dissolution which:
Is appropriate for winding up the partnership’s activities and affairs; or Would have bound the partnership under Section 79-14-402 before dissolution if, at the time the other party enters into the transaction, the other party does not know or have notice of the dissolution.
A person dissociated as a general partner binds a limited partnership through an act occurring after dissolution if:
At the time the other party enters into the transaction:
Less than two (2) years has passed since the dissociation; and
The other party does not know or have notice of the dissociation and reasonably believes that the person is a general partner; and
The act:
Is appropriate for winding up the partnership’s activities and affairs; or
Would have bound the partnership under Section 79-14-402 before dissolution and at the time the other party enters into the transaction the other party does not know or have notice of the dissolution.
Source: Public.Resource.Org MS CodeURL: https://unicourt.github.io/cic-code-ms/transforms/ms/ocms/r78/gov.ms.code.title.79.htmlFetched: 10/18/2026