Commentary to article 68. Exclusion of a participant from a full partnership of the Civil Code of the Republic of Kazakhstan
If there are serious grounds, in particular, if one of the participants in the partnership grossly violates his duties or is found to be unable to conduct business reasonably, such a participant may be expelled from the partnership by court if a unanimous decision of the remaining participants has taken place.
The exclusion of a participant occurs on general grounds of liability in accordance with art. 359 of the Civil Code (see comment), that is, in the presence of guilt, which in civil law traditionally refers to a person's mental attitude to their actions and to their result in the form of intent or negligence (see, for example, paragraph 1 of art. 364 of the Civil Code). Intent is characterized by the fact that a person consciously knew and sought to cause unlawful consequences, but the violator negligently failed to show due diligence in the performance of his duties, although he had every opportunity to do so, which led to their violation. It is quite obvious that in paragraph 1 of the commented article, gross negligence is meant by gross violation.
Upon exclusion from a full partnership with a retiring participant, settlements are made according to the rules of clause 2 of Article 67 of the Civil Code.
If the excluded participant has caused losses to the general partnership by his actions, the amount of these losses may be recovered from the value of a part of the partnership's property paid to him by a court decision. If the amount of losses caused to the partnership exceeds the value of the part of the property paid to the excluded participant, the missing part of the amount of losses is recovered from the other property of this participant (paragraph 3 of Article 19 of the Decree on Business Partnerships).
Comments on The Civil Code The Code of Criminal Procedure The Criminal Code The Normative resolution of the Supreme Court The criminal legislation The normative legal acts of the Republic of Kazakhstan
The commentary was prepared within the framework of the scientific and practical research program of the Scientific Research Center of Private Law of the Kazakh State Law University.
Head of the working group on the preparation of the draft Civil Code of the Republic of Kazakhstan, Corresponding Member of the Academy of Sciences of the Republic of Kazakhstan, Professor Suleimenov M.K.
Deputy head Professor Basin Yu.G.
Constitution Law Code Standard Decree Order Decision Resolution Lawyer Almaty Lawyer Legal service Legal advice Civil Criminal Administrative cases Disputes Defense Arbitration Law Company Kazakhstan Law Firm Court Cases Declaration Decree Order Resolution Decision Report Conclusion Statement Conclusion Convention Contract Memorandum Methodology Norms Note Rules Program Charter Charter Article Commentary Resolution Regulations Protocol Draft Program Rules Messages
