C.R.S. Section 7-60-118
Rights and duties of partners

(1)

The rights and duties of the partners in relation to the partnership shall be determined, subject to any agreement between them, by the following rules:

(a)

Each partner shall be repaid such partner’s contributions, whether by way of capital or advances to the partnership property and share equally in the profits and surplus remaining after all liabilities, including those to partners, are satisfied and shall contribute toward the losses whether of capital or otherwise sustained by the partnership according to such partner’s share in the profits; except that a partner in a limited liability partnership shall not be obligated to contribute to partnership losses in excess of the partner’s interest in the partnership beyond the extent:

(I)

Such obligation to contribute is set out in a writing signed by the partner; or

(II)

Such loss is attributable to an obligation or liability for which the partner would have individual liability under section 7-60-115 (2).

(b)

The partnership shall indemnify every partner in respect of payments made and personal liabilities reasonably incurred by the partner in the ordinary and proper conduct of its business or for the preservation of its business or property.

(c)

A partner who in aid of the partnership makes any payment or advance beyond the amount of capital that the partner agreed to contribute shall be paid interest from the date of the payment or advance.

(d)

A partner shall receive interest on the capital contributed by the partner only from the date when repayment should be made.

(e)

All partners have equal rights in the management and conduct of the partnership business.

(f)

No partner is entitled to remuneration for acting in the partnership business, but a surviving partner is entitled to reasonable compensation for the partner’s services in winding up the partnership affairs.

(g)

No person can become a member of a partnership without the consent of all the partners.

(h)

Any difference arising as to ordinary matters connected with the partnership business may be decided by a majority of the partners; but no act in contravention of any agreement between the partners may be done rightfully without the consent of all the partners.

Source: Section 7-60-118 — Rights and duties of partners, https://leg.­colorado.­gov/sites/default/files/images/olls/crs2023-title-07.­pdf (accessed Oct. 20, 2023).

7‑60‑101
Short title 7‑60‑102
Definitions 7‑60‑103
Knowledge and notice 7‑60‑104
Rules of construction 7‑60‑105
Rules for cases not covered 7‑60‑106
Partnership defined 7‑60‑107
Partnership determined - how 7‑60‑108
Partnership property 7‑60‑109
Partner agent of partnership 7‑60‑110
Conveyance of real property 7‑60‑111
Admission of partner binds partnership 7‑60‑112
Notice to partner - effect 7‑60‑113
Partner’s wrongful acts - liability 7‑60‑114
Partner’s breach of trust - liability 7‑60‑115
Nature of partner’s liability 7‑60‑116
Liability of purported partner 7‑60‑117
Liability of incoming partner 7‑60‑118
Rights and duties of partners 7‑60‑119
Partnership books 7‑60‑120
Duty to render information 7‑60‑121
Accountable as a fiduciary 7‑60‑122
Right to an account 7‑60‑123
Rights and duties beyond term 7‑60‑124
Property rights of a partner 7‑60‑125
Right in specific property 7‑60‑126
Nature of partner’s interest 7‑60‑127
Assignment of partner’s interest 7‑60‑128
Interest subject to charging order 7‑60‑129
Dissolution defined 7‑60‑130
Dissolution is not termination 7‑60‑131
Causes of dissolution 7‑60‑132
Dissolution by decree of court 7‑60‑133
General effect of dissolution 7‑60‑134
Right of partner to contribution 7‑60‑135
Power of partner to bind partnership after dissolution 7‑60‑136
Effect of dissolution on existing liability 7‑60‑137
Right to wind up 7‑60‑138
Application of partnership property 7‑60‑139
Rights dissolved for fraud 7‑60‑140
Rules for distribution 7‑60‑141
Liability of persons continuing business 7‑60‑142
Rights of retiring partner 7‑60‑143
Accrual of actions 7‑60‑144
Registration of partnerships 7‑60‑144.5
Statement of partnership authority or statement of denial 7‑60‑146
Limitations on distribution from limited liability partnerships 7‑60‑149
Limited liability partnership periodic reports 7‑60‑152.5
Registered agent - service of process 7‑60‑153
Application of corporation case law to set aside limited liability 7‑60‑154
Scope of article - choice of law - application to professions and occupations
Green check means up to date. Up to date

Current through Fall 2024

§ 7-60-118’s source at colorado​.gov