PART 4: DUTIES OF THE PARTNERS
22. Accountability of partners
(1) Unless otherwise agreed by all the partners of a General Partnership, a partner must account to the partnership for, and hold in a fiduciary capacity, any property, profit or benefit derived by the partner in the conduct of the partnership’s business, purpose or activity derived from a use by the partner of the partnership’s property, name or connections.
(2) Without limiting subsection (1), that subsection also applies to transactions undertaken after the General Partnership has been dissolved by the death of a partner and before the affairs of the partnership have been completely wound up, either by any surviving partner or by the representatives of the deceased partner.
23. Duty of partner not to compete with General Partnership
(1) Unless otherwise agreed by all the partners of a General Partnership, a partner must refrain from competing with the partnership in the conduct of the partnership’s business, purpose or activity before the dissolution of the partnership.
(2) If a partner, without the consent of the other partners of a General Partnership, conducts any business, or undertakes any transaction, competing with the partnership’s business, purpose or activity, the partner must account for, and pay over to the partnership, any profits made by the partner from that business or transaction.