§ 61-1-703. Dissociated Partner’s Liability to Other Persons
A partner’s dissociation does not of itself discharge the partner’s liability for a partnership obligation incurred before dissociation. A dissociated partner is not liable for a partnership obligation incurred after dissociation, except as otherwise provided in subsection (b). A partner who dissociates without resulting in a dissolution and winding up of the partnership business is […]
§ 61-1-704. Statement of Dissociation
A dissociated partner or the partnership may file a statement of dissociation stating the name of the partnership and that the partner is dissociated from the partnership. A statement of dissociation is a limitation on the authority of a dissociated partner for the purposes of § 61-1-303(c) and (d). For the purposes of §§ 61-1-702(a)(3) […]
§ 61-1-502. Partner’s Transferable Interest in Partnership
The only transferable interest of a partner in the partnership is the partner’s share of the profits and losses of the partnership and the partner’s right to receive distributions. This interest is personal property.
§ 61-1-503. Transfer of Partner’s Transferable Interest
A transfer, in whole or in part, of a partner’s transferable interest in the partnership: Is permissible; Does not by itself cause the partner’s dissociation or a dissolution and winding up of the partnership business; and Does not, as against the other partners or the partnership, entitle the transferee, during the continuance of the partnership, […]
§ 61-1-307. Actions by and Against Partnership and Partners
A partnership may sue and be sued in the name of the partnership. An action may be brought against the partnership and, to the extent not inconsistent with § 61-1-306, any or all of the partners in the same action or in separate actions. A judgment against a partnership is not by itself a judgment […]
§ 61-1-308. Purported Partner
If a person, by words or conduct, purports to be a partner, or consents to being represented by another as a partner, in a partnership or with one (1) or more persons not partners, the purported partner is liable to a person to whom the representation is made, if that person, relying on the representation, […]
§ 61-1-401. Partner’s Rights and Duties
Each partner is deemed to have an account that is: Credited with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, the partner contributes to the partnership and the partner’s share of the partnership profits; and Charged with an amount equal to the money […]
§ 61-1-402. Distributions in Kind
A partner has no right to receive, and may not be required to accept, a distribution in kind.
§ 61-1-403. Partner’s Rights and Duties With Respect to Information
A partnership shall keep its books and records, if any, at its chief executive office. A partnership shall provide partners and their agents and attorneys access to its books and records. It shall provide former partners and their agents and attorneys access to books and records pertaining to the period during which they were partners. […]
§ 61-1-404. General Standards of Partner’s Conduct
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). A partner’s duty of loyalty to the partnership and the other partners is limited to the following: To account to the partnership and hold […]