The nature of a general partnership and its legal framework

Published by a ��˾��ҹ�� Corporate expert

Practice notes

The nature of a general partnership and its legal framework

Published by a ��˾��ҹ�� Corporate expert

Practice notes

Sources of partnership law

The main body of law governing a general partnership formed under English law (as opposed to a limited liability partnership, limited partnership or a partnership incorporated under Scottish law) is the Partnership Act 1890 (PA 1890), which has survived largely intact for over a hundred years. However, it is not a complete code of partnership law and expressly preserves the rules of equity and common law applicable to partnerships, except where they are inconsistent with the express provisions of the PA 1890.

There will often be a written agreement between the partners setting out the rights and duties of the partners between themselves although this is not obligatory (see Practice Note: General partnership agreements). The PA 1890 sets out a number of provisions that will apply if no specific agreement is entered into. These default provisions, or any provision in a written agreement, may be varied by the consent of all the partners and such consent may be either express or inferred from a course of dealing.

Other legislation

Jurisdiction(s):

United Kingdom

Key definition:

General partnership definition

What does General partnership mean?

Often referred to as a partnership. A partnership under the Partnership Act 1890, namely the relationship that subsists between persons (which includes individuals or corporate entities) carrying on a business (which includes every trade, occupation and profession) in common with a view of profit. The Partnership Act does not provide a complete code of partnership law and expressly preserves the rules of equity and common law applicable to partnerships. As a partnership is not a separate legal entity from its partners it cannot acquire rights, incur obligations or hold property in its own right. It is therefore important to distinguish between partnership property and property that personally belongs to an individual partner.

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