12(a)

To take part in the conduct of the business

12(c)

To be heard, and to express his opinion, before an ordinary matter is decided

12(d)

To have access to, and to inspect and copy, the books of the firm

13(a)

Not to be required to work without remuneration only if the deed provides; there is no right to remuneration unless agreed

13(b)

To share equally in the profits, subject to the deed

13(d)

To interest at six per cent a year on payments and advances beyond his agreed capital

13(e)

To be indemnified by the firm for payments in the ordinary and proper conduct of the business, and for emergency acts

14

To an interest in the property of the firm as a whole

31

Not to have a new partner introduced without his consent

32

To retire, with the consent of all, by an express agreement, or by notice where the firm is at will

36 and 37

On leaving, to compete (within limits) and to the option of profits or interest until accounts are settled

9

To carry on the business to the greatest common advantage

9

To be just and faithful to the other partners: utmost good faith

9

To render true accounts and full information of all things affecting the firm

10

To indemnify the firm for any loss caused by his fraud in the conduct of the business

12(b)

To attend diligently to his duties in the conduct of the business

13(f)

To indemnify the firm for loss caused by his wilful neglect

15

To use the property of the firm exclusively for the purposes of the business

16(a)

To account for and pay to the firm any personal profit derived from a transaction of the firm, its property, connection or name

16(b)

To account for the profits of a business of the same nature as, and competing with, that of the firm

25

To bear unlimited, joint and several liability to third parties for the acts of the firm

§ The two organising keys

Subject to contract. The rights and duties in Sections 12 to 17 apply 'subject to contract between the partners'. The deed may give management to one partner, fix an unequal profit ratio, provide salaries, or exclude interest. Under Section 11, the contract may be varied by the consent of all, express or implied by a course of dealing.

Not negotiable. Section 9 (good faith), Section 10 (indemnity for fraud) and Section 25 (liability to third parties) carry no saving for contrary agreement. Partners cannot agree to be unfaithful, to excuse a partner's fraud, or to limit their liability as against outsiders.

To take part in the business, 12(a)

To attend diligently to it, 12(b)

To share profits, 13(b)

To contribute to losses, 13(b)

To be indemnified for proper acts, 13(e)

To indemnify the firm for fraud and wilful neglect, 10 and 13(f)

To an interest in firm property, 14

To use firm property only for the firm, 15

To full information, 9

To render true accounts and full information, 9

§ Capital, advances, profits and remuneration

• Capital. Interest on capital is payable only if the deed provides, and then only out of profits: Section 13(c).

• Advances. Money lent beyond agreed capital carries six per cent interest whether or not there are profits: Section 13(d), and it ranks ahead of capital on dissolution: Section 48.

• Profits. Shared equally in the absence of agreement, whatever the capital: Section 13(b).

• Remuneration. None unless the deed provides; a salary to a partner is in law a share of profits.