General Partnerships, Death & Dissolution
General, common law partnerships are not as prevalent as corporations, limited liability companies, limited liability partnerships, or other statutory entities registered with the Missouri Secretary of State. A partnership may arise legally, however, if parties are not careful. Co-ownership and sharing of profits between one or more persons, without anything more formal (written or otherwise), is prima facie evidence of a partnership. Stuart v. Overland Medical Center, 510 S.W.2d 494, 498 (Mo. Ct. App. 1974). If a partnership is established, this in turn triggers fiduciary obligations between partners and a host of other legal responsibilities.
These default rules also include a number of items which can lead to a dissolution of the partnership. “Dissolution,” in a partnership context, is broadly any change in the relation of the partners caused by any partner ceasing to be associated in the carrying on of a business. Section 358.290, RSMo. Dissolution often leads to the winding-up and termination of the business by law. The death of a partner generally causes a partnership dissolution. Section 358.310, RSMo.