S.L. 370.53 Art. 29Dissolution by the court.

(1) The court may order the dissolution of a Special

Limited Partnership Fund on the application of any partner or creditor or on the application of the competent authority if in its opinion:

(a) the Special Limited Partnership Fund is insolvent;

(b) the business of the Special Limited Partnership Fund has been suspended for an uninterrupted period of twelve

(12) months:

Provided that for the avoidance of doubt, there would not be deemed to be a suspension of business for the purposes hereof by reason only of the fact that the business of the Special Limited Partnership Fund is of its nature passive;

(c) the affairs of the Special Limited Partnership Fund are being conducted in a manner which is oppressive to any of the limited partners or prejudicial to their interests as limited partners or is calculated to affect adversely the carrying on of the business of the Special Limited Partnership Fund;

(d) the affairs of the Special Limited Partnership Fund are being conducted in such manner as to defraud creditors or in an unlawful manner;

(e) there has been persistent default by the Special Limited Partnership Fund or by any general partner thereof in complying with the requirements of these regulations or any applicable provisions under the Act or Investment Services Rules;

(f) there are grounds of sufficient gravity to warrant the dissolution.

(2) Upon the making of an order under sub-regulation (1) for the dissolution of the Special Limited Partnership Fund or at any time thereafter, the court may make such other orders in relation to the dissolution as it thinks fit and proper in the circumstances, including an order for the appointment of one or more liquidators to wind up the Special Limited Partnership Fund’s affairs and distribute its assets.