189 Partnership

• Author: Ralph Hone
• Pages: #4

[CR.189. 2197CHAPTER 189.

PARTNERSHIP.

ARRANGEMENT OF SECTIONS.

SECTION.

1. SHORT TITLE.

2. DEFINITION OF 'PARTNERSHIP'.

3. RULES FOR DETERMINING EXISTENCE OF 'PARTNERSHIP'.

4. POSTPONEMENT OF RIGHITS OF PERSONS LENDING OR SELLING IN CONSIDERATION OF SHARE OF PROFITS IN CASES OF INSOLVENCY.

5. MEANING OF FIRM.

   Relations of Partners to persons dealing with them.

6. POWER OF PARTNERS TO BIND THE FIRM.

7. PARTNERS BOUND BY ACTS ON BEHALF OF FIRM.

8. PARTNER USING CREDIT OF FIRM FOR PRIVATE PURPOSES.

9. EFFECT OF NOTICE THAT FIRM WILL NOT BE BOUND BY ACTS OF PARTNER.

10. LIABILITY OF PARTNERS.

11. LIABILITY OF THE FIRM FOR WRONGS.

12. MISAPPLICATION OF MONEY OR PROPERTY RECEIVED FOR OR IN CUSTODY OF THE FIRM.

13. LIAmLITY FOR WRONGS JOINT AND SEVERAL.

14. IMPROPER EMPLOYMENT OF TRUST-PROPERTY FOR PARTNERSHIP PURPOSES.

15. PERSONS LIABLE BY 'HOLDING OUT'.

16. ADMISSIONS AND REPRESENTATIONS OF PARTNERS.

17. NOTICE TO ACTING PARTNER TO BE NOTICE OF THE FIRM.

18. LIABILITIES OF INCOMING AND OUTGOING PARTNERS.

19. REVOCATION OF CONTINUING GUARANTY BY CHANGE IN FIRM.

    Relation of Partners to one another.

20. VARIATION BY CONSENT OF TERMS OF PARTNERSHIP.

21. PARTNERSHIP PROPERTY.

22. PROPERTY BOUGHT WITH PARTNERSHIP MONEY.

23. CONVERSION INTO PERSONAL ESTATE OF LAND HELD AS PARTNERSHIP PROPERTY.

24. PROCEDURE AGAINST PARTNERSHIP PROPERTY FOR A PARTNER'S SEPARATE JUDGMENT DEBT.

25. RULES AS TO INTERESTS AND DUTIES OF PARTNERS SUBJECT TO SPECIAL AGREEMENT.

26. ExPULsiON OF PARTNER.

27. RETIREMENT FROM PARTNERSHIP AT WILL.

28. WHERE PARTNERSHIP FOR TERM IS CONTINUED OVER, CONTINUANCE ON OLD TERMS PRESUMED.

29. DuTY OF PARTNERS TO RENDER ACCOUNTS, ETC.

30. ACCOUNTABILITY OF PARTNERS FOR PRIVATE PROFITS.

31. DUTY OF PARTNER NOT TO COMPETE wiTH FIRM.

32. RIGHfTS OF ASSIGNEE OF SHARE IN PARTNERSHIP.

    SECTION.

    Dissolution of Partnership and its consequences.

33. DISSOLUTION BY EXPIRATION OR NOTICE.

34. DISSOLUTION BY BANKRUPTCY, DEATH OR CHARGE.

35. DISSOLUTION BY ILLEGALITY OF PARTNERSHIP.

36. DISSOLUTION BY THE COURT.

37. RIGHTS OF PERSONS DEALING WITH FIRM AGAINST APPARENT MEMBERS OF FIRM.

38. RIGHT OF PARTNERS TO NOTIFY DISSOLUTION.

39. CONTINUING AUTHORITY OF PARTNERS FOR PURPOSES OF WINDING UP.

40. RIGHTS OF PARTNERS AS TO APPLICATION OF PARTNERSHIP PROPERTY.

41. APPORTIONMENT OF PREMIUM WHERE PARTNERSHIP PREMATURELY DISSOLVED.

42. RIGHTS WHERE PARTNERSHIP DISSOLVED FOR FRAUD OR MISREPRESENTATION.

43. RIGHTS OF OUTGOING PARTNER IN CERTAIN CASES TO SHARE PROFITS MADE AFTER DISSOLUTION.

44. RETIRING OR DECEASED PARTNER'S SHARE TO BE A DEBT.

45. RULES FOR DISTRIBUTION ON FINAL SETTLEMENT OF ACCOUNTS.

    Supplemental.

46. INTERPRETATION.

47. SAVING FOR RULES OF EQUITY AND COMMON LAW.

    [CH.189. 2199CHAPTER 189.

    PARTNERSHIP.

    AN ACT TO DECLARE THE LAW OF PARTNERSHIP. 36 of 1904.

    [9th June 1904.1 [Commencement 1st January 1905.1

1. This Act may be cited as The Partnership Short title.

   Act.

2. -(1) Partnership is the relation which subsists Definition of between persons carrying on a business in common ''partnership.' with a view of profit.

   (2) But the relation between members of any company or association which is(a) registered as a company under The Com- ch. 184.

   panies Act or any other Act for the time being in force and relating to the registration of joint stock companies;

   (b) formed or incorporated by or in pursuance of any Act or Letters Patent or Royal Charter, is not a partnership within the meaning of this Act.

   Rules for 3. In determining whether a partnership does or determining does not exist, regard shall be had to the following existence of rules: - 'partnership.' (a) joint tenancy, tenancy in common, joint property, common property, or part ownership does not of itself create a partnership as to anything so held or owned, whether the tenants or owners do or do not share any profits made by the use thereof;

   (b) the sharing of gross returns does not of itself create a partnership, whether the persons sharing such returns have or have not a joint or common right or interest in any property from which or from the use of which the returns are derived;

   (c) the receipt by a person of a share of the profits of a business is prima facie evidence that he is a partner in the business, but the receipt of such a share, or of a payment contingent on or varying with the profits of a business, does not of itself make him a partner in the business; and in particular(i) the receipt by a person of a debt or other liquidated amount by instalments or otherwise out of the accruing profits of a business does not of itself make him a partner in the business or liable as such;

   (ii) a contract for the remuneration of a servant or agent of a person engaged in a business by a share of the profits of the business does not of itself make the servant or agent a partner in the business or liable as such;

   (iii) a person being the widow or child of a deceased partner, and receiving by way of annuity a portion of the profits made in the business in which the deceased person was a partner, is not by reason only of such receipt a partner in the business or liable as such;

   (iv) the advance of money by way of loan to a person engaged or about to engage in any business on a contract with that person to the effect that the lender shall receive a rate of interest varying with the profits, or shall receive a share of the profits arising from carrying on the business, does not of itself make the lender a partner with the person or persons carrying on the business or liable as such:

   Provided that the contract is in writing, and signed by or on behalf of all parties thereto;

   (v) a person receiving by way of annuity or otherwise a portion of the profits of a business in consideration of the sale by him of the goodwill of the business is not by reason only of such receipt a partner in the business or liable as such.

   '4. In the event of any person to whom money has been advanced by way of loan upon such a contract as is mentioned in section 3 of this Act, or of any buyer of a goodwill in consideration of a share of the profits of the business, being adjudged a bankrupt, entering into an arrangement to pay his creditors less than twenty shillings in the pound, or dying in insolvent circumstances, the lender of the loan shall not be entitled to recover anything in respect of his loan, and the seller of the goodwill shall not be entitled to recover anything in respect of the share of profits contracted for, until the claims of the other creditors of the borrower or buyer for valuable consideration in money or money's worth have been satisfied.

5. Persons who have entered into partnership with one another are for the purposes of this Act called collectively a firm, and the name under which their business is carried on is called the firm-name.

   Relations of Partners to persons dealing with them.

6. Every partner is an agent of the firm and his other partners for the purpose of the business of the partnership; and the acts of every partner who does any act for carrying on in the usual way business of the kind carried on by the firm of which he is a member bind the firm and his partners, unless the partner so acting has in fact no authority to act for the firm in the particular matter, and the person with whom he is dealing either knows that he has no authority, or does not know or believe him to be a partner.

7. An act or instrument relating to the business of the firm and done or executed in the firm-name, or in any other matter...