Law for Manager

The partnership act 1890 governs the relationship of the persons and the outside world. And in respect of dissolution; if there is no partnership agreement, the partnership act set out the rights and duties of the partners. Such rights and duties (by act or agreement) may be varies by the consent of all partners. (S 19). ‘The relation which subsists between persons carrying on a business in common with a view to profit.’ Under S24 (5) ‘in common’ means every partner has a say in the firm. The members are only liable for their subscription unless the partnership agreement says otherwise. Saywell V Rope [1979] the wives are not in the partnership as no evidence suggested. ‘Person’ includes a corporation as well as individuals. Companies can enter partnership. ‘With a view to profit’ means certain organisations are excluded. E.g. club or society has no view to profit. Pitreavie Golf Club V Penman [1934] creditor sue under partnership, held, Club’s motivation was to allow member to play not share in profit. ‘Business’ included every trade, occupation and profession. Keith Spicer Ltd V Mansell [1970] Claimant sue the partnership for debt owned, held, there were no partnership so claim failed. Because def carrying on business with no view to profit. It is important to determine whether a partnership exists. For tax reason. When acting in the course of business, the company will bind the other partners to outsiders. S.24 right to share in profit, management, duties and faith since the arrangement is uberrimae fidei. S.35 dissolution. If not acting in good faith then the court can dissolve the partnership. S.28 duty to disclose, bond to render true account of all things affecting the partnership to any partners or their legal representatives. Law V Law [1905] – After the sales agreement there is a partnership asset that was not hidden from the account. But W had lost the right to avoid the contract as he takes the money while knowing disclosure had not made. Held: the