Article 65. Managing the affairs of a full partnership of the Civil Code of the Republic of Kazakhstan
1. The supreme body of a general partnership is the general meeting of participants. The decision on the internal issues of the general partnership is made by general agreement of all participants. The founding agreement of a partnership may provide for cases when a decision is made by a majority vote of the participants. Each participant in a general partnership has one vote, unless the founding agreement provides for a different procedure for determining the number of votes of its participants. The founding agreement may provide that the number of votes held by the participants is determined in proportion to their share in the authorized capital.
2. The management of a general partnership, subject to the provisions of paragraph 1 of this article, shall be carried out by the executive bodies of the general partnership. The types, procedure for the formation of governing bodies and their competence are determined by the constituent documents.
3. A participant in a general partnership may not, without the consent of the other participants, make transactions on his own behalf and in his own interests or in the interests of third parties that are similar to those that constitute the subject of the partnership's activities. In case of violation of this rule, the partnership has the right, at its discretion, to demand from such a participant either compensation for losses caused to the partnership, or the transfer to the partnership of all benefits acquired through such transactions.
4. The bodies of the general partnership, which are entrusted with the management of the partnership's affairs, are obliged to provide all participants, upon their request, with complete information about their activities.
5. A participant who acted in the common interest without authority, in cases where his actions are not approved by all other participants, has the right to demand compensation from the partnership for the expenses incurred by him, provided that he proves that due to his actions the partnership has saved or acquired property exceeding the cost of the expenses incurred by the partnership.
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