Departure from an unincorporated entity is governed by statutes and agreements that distinguish carefully among several concepts.

Dissociation is a person ceasing to be a partner or member. It occurs on notice of withdrawal, on an event specified in the agreement, on expulsion, on death or incapacity, and on bankruptcy in some statutes. A dissociating partner may have the power to withdraw without the right, in which case withdrawal is wrongful and gives rise to damages.

Consequences of dissociation. Loss of management rights; conversion of the interest into a transferee interest entitled to distributions but not to participate; and in partnerships, potential entitlement to a buyout at a statutory value where the entity continues.

Dissolution is the beginning of the end of the entity, triggered by events in the agreement, by consent, by the occurrence of a specified event, or by judicial decree.

Winding up is the process: collecting assets, discharging liabilities, and distributing the remainder. The entity continues to exist for this purpose, and partners retain authority appropriate to it.

Continuing liability. A dissociated partner may remain liable for obligations incurred before dissociation, and for obligations incurred afterwards to creditors who reasonably believed they were still a partner absent notice. Statements of dissociation filed with the state limit that exposure.