Okla. Stat. tit. 54, § 54-1-404
This is the official text of Okla. Stat. tit. 54, § 54-1-404, part of Oklahoma’s Stat. tit. 54, — part of the compiled statutory law of Oklahoma, published by the state as "Stat. tit. 54,." Browse the sections below, each linked to its official government source.
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General Standards of Partner's Conduct
Official statutory text
General Standards of Partner's Conduct. (a) The only fiduciary
duties a partner owes to the partnership and the other partners are
the duty of loyalty and the duty of care set forth in subsections
(b) and (c) of this section.
(b) A partner's duty of loyalty to the partnership and the
other partners is limited to the following:
(1) to account to the partnership and hold as trustee for it
any property, profit, or benefit derived by the partner in the
conduct and winding up of the partnership business or derived from a
use by the partner of partnership property, including the
appropriation of a partnership opportunity;
(2) to refrain from dealing with the partnership in the conduct
or winding up of the partnership business as or on behalf of a party
having an interest adverse to the partnership; and
(3) to refrain from competing with the partnership in the
conduct of the partnership business before the dissolution of the
partnership.
(c) A partner's duty of care to the partnership and the other
partners in the conduct and winding up of the partnership business
is limited to refraining from engaging in grossly negligent or
reckless conduct, intentional misconduct, or a knowing violation of
law.
(d) A partner shall discharge the duties to the partnership and
the other partners under this act or under the partnership agreement
and exercise any rights consistently with the obligation of good
faith and fair dealing.
(e) A partner does not violate a duty or obligation under this
act or under the partnership agreement merely because the partner's
conduct furthers the partner's own interest.
(f) A partner may lend money to and transact other business
with the partnership, and as to each loan or transaction the rights
and obligations of the partner are the same as those of a person who
is not a partner, subject to other applicable law.
(g) This section applies to a person winding up the partnership
business as the personal or legal representative of the last
surviving partner as if the person were a partner.
duties a partner owes to the partnership and the other partners are
the duty of loyalty and the duty of care set forth in subsections
(b) and (c) of this section.
(b) A partner's duty of loyalty to the partnership and the
other partners is limited to the following:
(1) to account to the partnership and hold as trustee for it
any property, profit, or benefit derived by the partner in the
conduct and winding up of the partnership business or derived from a
use by the partner of partnership property, including the
appropriation of a partnership opportunity;
(2) to refrain from dealing with the partnership in the conduct
or winding up of the partnership business as or on behalf of a party
having an interest adverse to the partnership; and
(3) to refrain from competing with the partnership in the
conduct of the partnership business before the dissolution of the
partnership.
(c) A partner's duty of care to the partnership and the other
partners in the conduct and winding up of the partnership business
is limited to refraining from engaging in grossly negligent or
reckless conduct, intentional misconduct, or a knowing violation of
law.
(d) A partner shall discharge the duties to the partnership and
the other partners under this act or under the partnership agreement
and exercise any rights consistently with the obligation of good
faith and fair dealing.
(e) A partner does not violate a duty or obligation under this
act or under the partnership agreement merely because the partner's
conduct furthers the partner's own interest.
(f) A partner may lend money to and transact other business
with the partnership, and as to each loan or transaction the rights
and obligations of the partner are the same as those of a person who
is not a partner, subject to other applicable law.
(g) This section applies to a person winding up the partnership
business as the personal or legal representative of the last
surviving partner as if the person were a partner.
Status: in_force · Read it on the official government site
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