2023 New Mexico Statutes › Chapter 54 - Partnerships › Article 1A - Uniform Partnerships › Article 4 - Relations of Partners to Each Other and to Partnership. › Section 54-1A-405 - Actions by partnership and partners.

(a) A partnership may maintain an action against a partner for a breach of the partnership agreement, or for the violation of a duty to the partnership, causing harm to the partnership.
(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 under the Uniform Partnership Act (1994) [54-1A-101 to 54-1A-1206 NMSA 1978], including:
(i) the partner's rights under Section 401 [54-1A-401 NMSA 1978], 403 [54-1A-403 NMSA 1978] or 404 [54-1A-404 NMSA 1978];
(ii) the partner's right on dissociation to have the partner's interest in the partnership purchased pursuant to Section 701 [54-1A-701 NMSA 1978] or enforce any other right under Article 6 or 7; or
(iii) the partner's right to compel a dissolution and winding up of the partnership business under Section 801 [54-1A-801 NMSA 1978] or enforce any other right under Article 8; or
(3) enforce the rights and otherwise protect the interests of the partner, including rights and interests arising independently of the partnership relationship.
(c) The accrual of, and any time limitation on, a right of action for a remedy under this section is governed by other law. A right to an accounting upon a dissolution and winding up does not revive a claim barred by law.
History:
Laws 1996, ch. 53, § 405.
ANNOTATIONS
Lack of partnership salary funds.
— When, under an oral partnership agreement, a salary was to be paid after operating expenses and equipment payments had been made, but there were not sufficient funds remaining to make machinery payments, neither could there have been any funds remaining from which plaintiff could have been paid a salary.
Watson v. Lunt
, 1966-NMSC-022, 75 N.M. 734, 410 P.2d 954.
Between partners, an accounting should be based on the market value
of the equipment at the time of the dissolution of the partnership.
Watson v. Lunt
, 1966-NMSC-022, 75 N.M. 734, 410 P.2d 954.
Am. Jur. 2d, A.L.R. and C.J.S. references.
— 59A Am. Jur. 2d Partnership §§ 409, 968 et seq.
Bankrupt or insolvent partner, or assignee or trustee, as entitled to accounting from solvent partner, 29 A.L.R. 46.
Actions at law between partners and partnerships, 58 A.L.R. 621, 168 A.L.R. 1088.
Lack of partnership accounting as tolling statute of limitations against actions at law between partners, 77 A.L.R. 426.
Accountability of partners for profits earned subsequent to death or dissolution, 80 A.L.R. 12, 55 A.L.R.2d 1391.
Right of one partner in action at law against him by another partner on a personal claim to set up by a counterclaim or otherwise claim arising out of partnership transactions, 93 A.L.R. 293.
Right of partner to accounting where firm business or transactions are illegal, 32 A.L.R.2d 1345.
Rights in profits earned by partnership or joint adventure after death or dissolution, 55 A.L.R.2d 1391.
Good will, accounting for, on dissolution, 65 A.L.R.2d 521.
When statute of limitations commences to run on right of partnership accounting, 44 A.L.R.4th 678.
68 C.J.S. Partnership §§ 92, 378, 384.