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PARTNERSHIP ACT 1891

- Act 3 of 1891 - Royal Assent 13 August 1891

Table of Provisions

Long Title

PART 1 - Preliminary

  • 1 Short title
  • 2 Commencement
  • 3 Section 3
  • 4 Interpretation
  • 5 Saving for rules of equity and common law

PART 2 - Partnerships generally Division 1 - Nature of partnership

  • 6 Definition of partnership
  • 7 Rules for determining existence of partnership
  • 8 Postponement of rights of person lending or selling in consideration
  • of share of profits in case of insolvency of borrower or purchaser
  • 9 Meaning of firm

Division 2 - Relationships of partners to persons dealing with them

  • 10 Power of partner to bind partnership
  • 11 Partners bound by acts on behalf of firm or partnership
  • 12 Partner using credit of firm or partnership for purpose not
  • connected with business
  • 13 Effect of notice that firm or partnership not bound by acts of
  • partner
  • 14 Liability of partners
  • 15 Liability for wrongs of partners
  • 16 Misapplication of money or property received for or in custody of
  • firm
  • 17 Liability for wrongs, joint and several
  • 18 Improper employment of trust property for partnership purposes
  • 19 Persons liable by holding out
  • 20 Admissions and representations of partners
  • 21 Notice to partner to be notice to firm
  • 22 Liabilities of incoming and outgoing partners
  • 23 Revocation of continuing guarantee by change in firm

Division 3 - Relationship between partners

  • 24 Variation by consent of terms of partnership
  • 25 Partnership property
  • 25A Partnership property of incorporated limited partnership
  • 26 Property bought with partnership money
  • 27 Conversion into personal estate of land held as partnership property
  • 28 Procedure against partnership property for partner's separate judgment
  • debt
  • 29 Rules as to interests and duties of partners subject to special
  • agreement
  • 30 Expulsion of partner
  • 31 Retirement from partnership at will
  • 32 Where partnership for term is continued over, continuance on old
  • terms presumed
  • 33 Duty of partners to render accounts, &c.
  • 34 Accountability of partners for private profits
  • 35 Duty of partner not to compete with firm
  • 36 Rights of assignee of share in partnership

Division 4 - Dissolution of partnership

  • 36A Application of Division
  • 37 Dissolution by expiration or notice
  • 38 Dissolution by bankruptcy, death, or charge
  • 39 Dissolution by illegality of partnership
  • 40 Dissolution by the Court
  • 41 Rights of persons dealing with firm against apparent members of firm
  • 42 Right of partner to notify dissolution
  • 43 Continuing authority of partners for purposes of winding up
  • 44 Rights of partners as to application of partnership property
  • 45 Apportionment of premium where partnership prematurely dissolved
  • 46 Rights where partnership dissolved for fraud or misrepresentation
  • 47 Right of outgoing partner in certain cases to share profits made
  • after dissolution
  • 48 Retiring or deceased partner's share to be a debt
  • 49 Rule for distribution of assets on final settlement of accounts

PART 3 - Limited Partnerships and Incorporated Limited Partnerships

Division 1 - Preliminary

  • 50 Application of other provisions of this Act

Division 2 - Nature and formation of limited partnership and

incorporated limited partnership
  • 51 Limited partnership or incorporated limited partnership is formed on
  • registration
  • 52 Composition of limited partnership or incorporated limited partnership
  • 53 Size of limited partnership or incorporated limited partnership
  • 54 Incorporated limited partnership is separate legal entity
  • 55 Powers of incorporated limited partnership
  • 56 Partnership agreement
  • 57 Relationship of partners in incorporated limited partnership to others
  • and between themselves

Division 3 - Registration of limited partnerships and incorporated

limited partnerships
  • 58 Who may apply for registration?
  • 59 Application for registration
  • 60 Registration of limited partnership
  • 61 Acts preparatory to registration do not constitute partnership
  • 62 Changes in registered particulars
  • 63 Register of Limited Partnerships and Incorporated Limited Partnerships
  • 64 Certificates of registration
  • 65 Business Names Act 1962 not to apply

Division 4 - Limitation of liability of limited partners in limited

partnership
  • 66 Liability of limited partner limited to amount shown in Register
  • 67 Change in liability of limited partner
  • 68 Change in status of partners
  • 69 Liability for business conducted outside State
  • 70 Liability for limited partnerships formed under corresponding laws
  • 71 Effect of sections 69 and 70
  • 72 Contribution towards discharge of debts, &c.
  • 73 Limitation on liability may not be varied by partnership agreement,
  • &c.

Division 5 - Limitation of liability of limited partners in

incorporated limited partnership
  • 74 Limitation of liability of limited partners
  • 75 Change in status of partners
  • 76 Liability in respect of conduct or acts or omissions outside State
  • 77 Incorporated limited partnerships formed under corresponding laws
  • 78 Effect of sections 76 and 77

Division 6 - Other modifications of general law of partnership

  • 79 Limited partner not to take part in management of limited
  • partnership
  • 80 Limited partner not to take part in management of incorporated
  • limited partnership
  • 81 Differences between partners
  • 82 Change in partners

Division 7 - Dissolution and cessation of limited partnerships and

incorporated limited partnerships
  • 83 Dissolution not available in certain cases
  • 84 Cessation of limited partnerships
  • 85 Registration of dissolution or cessation of limited partnership
  • 86 Winding-up by general partners
  • 87 Winding-up of incorporated limited partnerships

Division 8 - Miscellaneous provisions

  • 88 Execution of documents
  • 89 Entitlement to make assumptions
  • 90 Assumptions that may be made under section 89
  • 91 Lodgment of certain documents with Director
  • 92 Model limited partnership agreement
  • 93 Identification of limited partnerships and incorporated limited
  • partnerships
  • 94 Registered office
  • 95 Service
  • 96 Entry in Register constitutes notice
  • 97 Giving false or misleading information
  • 98 Offences by partnerships
  • 99 Duty to furnish information
  • 100 Regulations
  • 101 Relationship with Corporations legislation
  • SCHEDULE 1

    [ Note: This table has been automatically generated and may be incomplete. ]

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