1993-07-21                     House Journal                      Page 1975
HB 112                                                                       
The following letter dated June 25, 1993, was received:                        

1993-07-21                     House Journal                      Page 1976
HB 112                                                                       
"Dear Speaker Barnes:                                                          
                                                                               
Under the authority of Article II, Section 15, of the Alaska                   
Constitution, I have vetoed:                                                   
                                                                               
                                                                               
HOUSE BILL NO. 112 am S                                                       
"An Act relating to limited partnerships; and providing for an                
effective date."                                                               
                                                                               
                                                                               
I am vetoing the bill, not because I do not approve of the majority of         
the changes it would have made, but because it contains a minor but            
potentially harmful deviation (in Section 18) from the model uniform           
act upon which the bill is substantially based.                                
                                                                               
                                                                               
The language of Section 18 was included in the bill because of a               
concern that current law might be too restrictive of the circumstances         
under which a court might order dissolution of a limited partnership.          
I have been advised by the Department of Law that this new provision           
is somewhat vague, and presents the potential for unnecessary litigation       
and possibly other undesired results.  Under current law, a court may          
dissolve a limited partnership only if "it is not reasonably practicable       
to carry on the business" of the partnership.  AS32.11.380.  Section           
18 of the bill gives the court potentially broader authority to dissolve       
a limited partnership, in "an equitable way," upon application by any          
partner.                                                                       
                                                                               
                                                                               
This provision, however, has other possible (and probably unintended)          
ramifications.  For example, the provision could make limited                  
partnerships less attractive as a tax-planning or estate-planning vehicle.     
The section could also affect the desirability of limited partnerships as      
investment vehicles.                                                           
                                                                               
                                                                               
While I approve of the major portions of the bill, unfortunately, I must       
veto this bill because of the potential undesirable impact of                  
                                                                               
                                                                               

1993-07-21                     House Journal                      Page 1977
HB 112                                                                       
Section 18.  This Administration is available to work with the                 
Legislature to resolve the problems posed by the language of this              
section.                                                                       
                                                                               
With best regards.                                                             
                                                                               
											Sincerely,                                                          
											/s/                                                                 
					Walter J. Hickel                                                          
											Governor"