Section 54-1A-801 - Events causing dissolution and winding up of partnership businessA partnership is dissolved, and its business must be wound up, only upon the occurrence of any of the following events:
(1) in a partnership at will, the partnership's having notice from a partner, other than a partner who is dissociated under Section 601(2) through (10) [54-1A-601(2) through (10) NMSA 1978], of that partner's express will to withdraw as a partner or on a later date specified by the partner;(2) in a partnership for a definite term or particular undertaking: (i) the expiration of ninety days after a partner's dissociation by death or otherwise under Section 601(6) through (10) or wrongful dissociation under Section 602(b) [54-1A-602(b) NMSA 1978], unless before that time a majority in interest of the remaining partners, including partners who have rightfully dissociated pursuant to Section 601(b)(i) [54-1A-601(b)(i) NMSA 1978], agree to continue the partnership;(ii) the express will of all of the partners to wind up the partnership business; or(iii) the expiration of the term or the completion of the undertaking;(3) an event agreed to in the partnership agreement resulting in the winding up of the partnership business;(4) 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 notice to the partnership of the event is effective retroactively to the date of the event for purposes of this section;(5) on application by a partner, a judicial determination that:(i) the economic purpose of the partnership is likely to be unreasonably frustrated;(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; or(iii) it is not otherwise reasonably practicable to carry on the partnership business in conformity with the partnership agreement; or(6) on application by a transferee of a partner's transferable interest, a judicial determination that it is equitable to wind up the partnership business:(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(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.