Connecticut General Statutes

Conn. Gen. Stat. § 34-335 (2026)

Rights and duties of a partner

✓ current as of May 2026
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(a) Each partner is deemed to have an account that is: (1) 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 (2) charged with an amount equal to the money plus the value of any other property, net of the amount of any liabilities, distributed by the partnership to the partner and the partner's share of the partnership losses.

(b) Each partner is entitled to an equal share of the partnership profits and, except as provided in subsection (c) of section 34-327, is chargeable with a share of the partnership losses in proportion to the partner's share of the profits.

(c) A partnership shall reimburse a partner for payments made and indemnify a partner for liabilities incurred by the partner in the ordinary course of the business of the partnership or for the preservation of its business or property.

(d) A partnership shall reimburse a partner for an advance to the partnership beyond the amount of capital the partner agreed to contribute.

(e) A payment or advance made by a partner which gives rise to a partnership obligation under subsection (c) or (d) of this section, constitutes a loan to the partnership which accrues interest from the date of the payment or advance.

(f) Each partner has equal rights in the management and conduct of the partnership business.

(g) A partner may use or possess partnership property only on behalf of the partnership.

(h) A partner is not entitled to remuneration for services performed for the partnership, except for reasonable compensation for services rendered in winding up the business of the partnership.

(i) A person may become a partner only with the consent of all of the partners.

(j) A difference arising as to a matter in the ordinary course of business of a partnership may be decided by a majority of the partners. An act outside the ordinary course of business of a partnership and an amendment to the partnership agreement may be undertaken only with the consent of all of the partners.

(k) This section does not affect the obligations of a partnership to other persons under section 34-322.

(P.A. 95-341, S. 21, 58.)

History: P.A. 95-341 effective July 1, 1997.

Notes of Decisions
Cited in 5 cases, 2000–2017 · leading case: Suffield Dev. Assocs. Ltd. P'ship v. Nat'l Loan Investors, L.P., 905 A.2d 1214 (Conn. App. Ct. 2006).
Suffield Dev. Assocs. Ltd. P'ship v. Nat'l Loan Investors, L.P., 905 A.2d 1214 (Conn. App. Ct. 2006). · cites it 6× “It argues in particular that General Statutes § 34-335 (c) requires that it reimburse the corporation for its business expenses and, therefore, they were a proper element of damages even though the corporation was not a party to this action.”
Spector v. Konover, 747 A.2d 39 (Conn. App. Ct. 2000). · cites it 6× “See General Statutes § 34-335.* 11 *132 Even after the plaintiff complained to Konover about the management fees, the defendants began charging the partnership an additional “payroll maintenance fee.”
Horner v. Bagnell, 154 A.3d 975 (Conn. 2017). · cites it 2× “We note, however, that the latter, also known as the "no compensation" provision, has been replaced in the Connecticut Uniform Partnership Act with the following language: "A partner is not entitled to remuneration for services performed for the partnership, except for…”
Froom Dev. Corp. v. Developers Realty, Inc., 972 A.2d 239 (Conn. App. Ct. 2009). · cites it 2× “1) disenfranchised from his benefits and rights under the joint venture agreement, including the business opportunity provided by it; (2) disenfranchised from his benefits and rights under the landowner option agreements; (3) disenfranchised of his accumulated work as partner;…”
Schwartz v. Fam. Dental Grp., P.C., 943 A.2d 1122 (Conn. App. Ct. 2008). ““(b) A partner may maintain an action against the partnership or another partner for legal or equitable relief, with or without an accounting as to partnership business, to: “(1) Enforce the partner’s rights under the partnership agreement; “(2) Enforce the partner’s rights…”
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