{"data":{"id":"us-ok/okla.-stat.-tit.-54-54-1-404","jurisdiction":"us-ok","citation":"Okla. Stat. tit. 54, § 54-1-404","heading":"General Standards of Partner's Conduct","body":"General Standards of Partner's Conduct. (a) The only fiduciary\n\nduties a partner owes to the partnership and the other partners are\n\nthe duty of loyalty and the duty of care set forth in subsections\n\n(b) and (c) of this section.\n\n(b) A partner's duty of loyalty to the partnership and the\n\nother partners is limited to the following:\n\n(1) to account to the partnership and hold as trustee for it\n\nany property, profit, or benefit derived by the partner in the\n\nconduct and winding up of the partnership business or derived from a\n\nuse by the partner of partnership property, including the\n\nappropriation of a partnership opportunity;\n\n(2) to refrain from dealing with the partnership in the conduct\n\nor winding up of the partnership business as or on behalf of a party\n\nhaving an interest adverse to the partnership; and\n\n(3) to refrain from competing with the partnership in the\n\nconduct of the partnership business before the dissolution of the\n\npartnership.\n\n(c) A partner's duty of care to the partnership and the other\n\npartners in the conduct and winding up of the partnership business\n\nis limited to refraining from engaging in grossly negligent or\n\nreckless conduct, intentional misconduct, or a knowing violation of\n\nlaw.\n\n(d) A partner shall discharge the duties to the partnership and\n\nthe other partners under this act or under the partnership agreement\n\nand exercise any rights consistently with the obligation of good\n\nfaith and fair dealing.\n\n(e) A partner does not violate a duty or obligation under this\n\nact or under the partnership agreement merely because the partner's\n\nconduct furthers the partner's own interest.\n\n(f) A partner may lend money to and transact other business\n\nwith the partnership, and as to each loan or transaction the rights\n\nand obligations of the partner are the same as those of a person who\n\nis not a partner, subject to other applicable law.\n\n(g) This section applies to a person winding up the partnership\n\nbusiness as the personal or legal representative of the last\n\nsurviving partner as if the person were a partner.","path":["OK Code","Title 54"],"source_url":"https://www.oklegislature.gov/OK_Statutes/CompleteTitles/os54.pdf","current_through":"2026-08-14","vintage":"open-us-law v2026.08, retrieved 2026-09-14","retrieved_at":"2026-09-14T18:32:36Z","sha256":"d3beb8130c067c76316ae14ab581320f57db1f285b84afd015db9ebbf55371ba","source_id":"us-ok","stale":false,"prev":"us-ok/okla.-stat.-tit.-54-54-1-403","next":"us-ok/okla.-stat.-tit.-54-54-1-405"},"notice":"GroundRules: Original legal text. Not legal advice."}