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23(2) A dissolved limited partnership may in a record notify its known claimants
24of the dissolution. The notice must do all of the following:
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(a) Specify the information required to be included in a claim.
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1(b) State that a claim must be in writing and provide a mailing address to which
2the claim is to be sent.
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(c) State the deadline for receipt of a claim, which may not be less than 120 days
4after the date the notice is effective under s. 179.0103 (7m).
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(d) State that the claim will be barred if not received by the deadline.
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(e) Unless the partnership has been throughout its existence a limited liability
7limited partnership, state that the barring of a claim against the partnership will
8also bar any corresponding claim against any general partner or person dissociated
9as a general partner which is based on s. 179.0404.
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10(3) A claim against a dissolved limited partnership is barred if the claim is a
11known claim and the notice requirements of sub. (2) are met with respect to the claim
12and any of the following applies:
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(a) The claim is not received by the specified deadline.
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(b) If the claim is timely received but rejected by the partnership, all of the
15following apply:
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1. The partnership notifies the claimant in a record stating that the claim is
17rejected and will be barred unless the claimant commences an action against the
18partnership to enforce the claim within 90 days after the notice is effective under s.
19179.0103 (7m).
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2. The claimant does not commence the required action within 90 days after
21the notice of rejection is effective under s. 179.0103 (7m).
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22(4) This section does not apply to a claim based on an event occurring after the
23date of dissolution or a liability that on that date is contingent, or a liability for an
24additional assessment under s. 71.74 or for sales and use taxes determined as owing
25under s. 77.59.
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1(4r) The provisions of s. 179.0103 (7m) shall apply to notices under this section.
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2179.0807 Claims against dissolved limited partnership generally. (1) 3A dissolved limited partnership may publish notice of its dissolution and request
4persons having claims, whether known or unknown, against the partnership to
5present them in accordance with the notice.
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6(2) A notice under sub. (1) must satisfy all of the following:
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(a) It must be published as a class 1 notice, under ch. 985, in a newspaper of
8general circulation in the county in this state in which the dissolved limited
9partnership's principal office is located or, if the principal office is not located in this
10state, in the county in which the partnership's registered office is or was last located.
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(b) It must describe the information required to be contained in a claim, state
12that the claim must be in writing, and provide a mailing address to which the claim
13is to be sent.
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(c) It must state that a claim against the partnership is barred unless an action
15to enforce the claim is commenced not later than 2 years after publication of the
16notice.
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(d) Unless the partnership has been throughout its existence a limited liability
18limited partnership, it must state that the barring of a claim against the partnership
19will also bar any corresponding claim against any general partner or person
20dissociated as a general partner which is based on s. 179.0404.
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21(3) If a dissolved limited partnership publishes a notice in accordance with sub.
22(2), the claim of each of the following claimants is barred unless the claimant
23commences an action to enforce the claim against the partnership not later than 2
24years after the publication date of the notice:
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(a) A claimant that did not receive notice in a record under s. 179.0806.
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1(b) A claimant whose claim was timely sent to the partnership but not acted
2on.
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(c) A claimant whose claim is contingent at, or based on an event occurring
4after, the date of dissolution.
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5(4) A claim not barred under this section or s. 179.0806 may be enforced against
6any of the following:
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(a) A dissolved limited partnership, to the extent of its undistributed assets.
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(b) Except as otherwise provided in s. 179.0808, if assets of the partnership
9have been distributed after dissolution, a partner or transferee to the extent of that
10person's proportionate share of the claim or of the partnership's assets distributed
11to the partner or transferee after dissolution, whichever is less, but a person's total
12liability for all claims under this paragraph may not exceed the total amount of
13assets distributed to the person after dissolution.
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(c) Any person liable on the claim under s. 179.0404 or 179.0607.
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15179.0808 Court proceedings. (1) A dissolved limited partnership that has
16published a notice under s. 179.0807 may file an application with the circuit court
17in the county in this state where the partnership's principal office is located or, if the
18principal office is not located in this state, where the partnership's registered office
19is or was last located, for a determination of the amount and form of security to be
20provided for payment of claims that are contingent or are not known to the
21partnership or that are based on an event occurring after the effective date of
22dissolution but that, based on the facts known to the partnership, are reasonably
23expected to arise after the effective date of dissolution. Provision need not be made
24for any claim that is or is reasonably anticipated to be barred under s. 179.0807.
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1(2) Not later than 10 days after the filing of an application under sub. (1), the
2dissolved limited partnership shall give notice of the proceeding to each claimant
3holding a contingent claim whose contingent claim is known to the partnership.