GROUP , 06. F.Y.B.B.

Uganda Partnership Act, 1950

What is Partnership?

Formation of Partnership in Uganda

Based on agreement Agreement may be express or implied In Writing : helpful in times of adversity Written agreement : Partnership Deed Essence of Partnership : Trust & Confidence Drafted with care and signed by all partners Firm should be registered and copy of the Deed to be filed with the Registrar

Registration of Firms

Section 58 lays down that the registration of a firm may be effected at any time by sending by post or delivering to the Registrar, a statement in the prescribed form and accompanied by the prescribed fee, stating the following particulars: The name of the firm The place or principal place of business of the firm The name of any other places, where the firm carries on business The date when each partner joined the firm The names in full and permanent addresses of the partners The duration of the firm

Types of Partners

Active Partner Dormant, Sleeping Partners in profit Partners by estoppel Partners by holding out Minor as a partner Secret partner

Types of Partnership

Partnership for fixed term

Partnership at will Particular partnership

Rights of Partners

Right to take Part in the business of the firm Right to share Equally in the Profit, Earned by the Firm Right to claim interest on the Capital, Subscribed by Partners Right to be consulted in All Matters of the Firm Right to Access to the Books of the Firm Right to claim Interest on Advances Made by Partners Right of a Partner to be Indemnified

Rights of Partners

Right of a Partner to act in an Emergency Right of a Partner to prevent Introduction of a New Partner Right of a Partner to Retire Right of a Partner not to be Expelled Right of an Outgoing Partner to carry on Competing Business Right of an Outgoing Partner to Share in the Profit

Duties of Partners

A Duty to indemnify the Firm for Any Loss, Caused by Fraud. A Duty of a Partner to attend Diligently to His Duties. A Duty of a Partner to indemnify the Firm for Any Loss, Caused by His Willful Neglect. A Duty of a Partner to account for Private Profits A Duty of a Partner to account for Profit in Competing Business No Remuneration to Partners

Positions

Lunatic : cannot become a partner Alien Enemy : cannot become a partner Alien Friend : can enter into contract Woman : Married or Unmarried can be a partner Insolvent : Cannot become a partner; ceases to be a partner from date on which order was passed by court

Position of Minor

Sec 30(1), A person who is a minor according to law to which he is subject may not be a partner in a firm, but with the consent of all the partners for the time being, he may be admitted to the benefits of partnership. A minor can only be admitted to the benefits of an already existing partnership

Position of Minor

During his Minority Rights

Right to receive agreed share of profits and property Have access to and inspect and copy the accounts of the firm If share in profits is not given, can sue (can do if he wants to sever his connection) Only to the extent of share in profits and properties (not personally liable)

Liabilities

Position of Minor

On Attaining Majority

Within six months should give notice whether he is joining the partnership or not. If notice not given he shall become a partner

Partnership Deed

A partnership deed should contain the following clause..

Name of the parties Nature of business Duration of partnership Name of the firm capital Share of Partners in profit and loss Power of partners Death of partners Dissolution of firm Settlement of disputes

Dissolution of Firm/Partnership

Section 39 lays down : The dissolution of partnership between all the partners of a firm is called the dissolution of the firm.
When a firm is put to an end, it is called the dissolution of a firm.

Modes of Dissolution of a Firm

A firm may be dissolved by any of the following three ways: By voluntary acts of the partners themselves

By operation of law

By intervention of Court