Hong Kong Ordinances

PARTNERSHIP ORDINANCE - SECT 44

Rights of outgoing partner in certain cases to share profits made after dissolution

Where any member of a firm has died or otherwise ceased to be a partner, and
the surviving or continuing partners carry on the business of the firm with
its capital or assets without any final settlement of accounts as between the
firm and the outgoing partner or his estate, then, in the absence of any
agreement to the contrary, the outgoing partner or his estate is entitled, at
the option of himself or his representatives, to such share of the profits
made since the dissolution as the court may find to be attributable to the use
of his share of the partnership assets, or to interest at the rate of eight
per cent per annum on the amount of his share of the partnership assets:
Provided that where, by the partnership contract, an option is given to
surviving or continuing partners to purchase the interest of a deceased or
outgoing partner, and that option is duly exercised, the estate of the
deceased partner or the outgoing partner or his estate, as the case may be, is
not entitled to any further or other share of profits; but if any partner
assuming to act in exercise of the option does not in all material respects
comply with the terms thereof, he is liable to account under the preceding
provisions of this section.