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    Partnership act

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    Taxation and laws

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    Partnership act

    Copyright:

    © All Rights Reserved
    Download as PDF or read online from Scribd
    Flag for inappropriate content
    13 views24 pages

    Taxation and Laws

    Uploaded by

    obotdanielsylvester1275
    Partnership act

    Copyright:

    © All Rights Reserved
    Download as PDF or read online from Scribd
    Flag for inappropriate content
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    ' y+ r ro A - ae . \ MeISHD Miser Wevten Stan! erin Wena Lasers se, tae Mian i Ueuet Hy nstew om tet yet : snd Alloa Hae Lagos Sate defindg carn in Ying on a busigeds OU prot. Vherefare, contivons must be isle Vartugeship, viz, 2. Brtrrisl eo Ratan p a Must, De ado Sines: ie %: ‘4 Aj Hie busifess inst he eaten The'hy in cominon by two oF mune Persons, ant Will il view aF piolit, . 2. F the Av $86 poet Sil { ine the existe-ot 3 partnership thshare the profits, as. wiere A, thFinaclyes in whusiness, Miriners even thi chau the realy hetteen Jemnt property: “Litviniership resulus from ay Hunership involves suomi CO-OWwHership igreement uit S85 must he wirrieil an in con Live peisanal pi very pardner. AC merely men CangeKad on By. or partners Tor-the OF iting PAUL the Hecdipt ofr eeipic i Payment contingent on or varying with thespral Generally, contrary. -Ban Court will consi le the secipient af q “vthing else ts iy pirinership exists or nay, the Ditties } on 20) 0F thy Act se Hol OF itself re iy Be oul five MIL in partnership, Vhe teceipt by a persin ated the: profits Oa busines ie Gilad “Wonogd + 1 ‘ Uaahited. Cu =a prima Pace ion cll © “py Move 4 afte y te r 4 Whncal! Ohl The remuneration of a servant-or agent oF the nrafits business ig wiry ul annnuily. Where a persion acho has lent money (0 n person enguged or about Lo engage 10-8 Tinsiness ree Sat interest varying, wilh the profits, or a share of the profits af the business, The contact tie leary note es willing ane slain hy aren tichall all dhe parti ‘Whe receipt by. who has sold the goodwill of u business of ‘a portion nol atthe business by way of annuity or otherwi F the Act provides that under (ql) and (e) above, ifthe person to whom on ihe” goudvill sold. becomes Bankrupt the tender or venclor cannot .. eof the profits uniil allsthe other eel pa SMO Pease s neon rely" rent jy person engaped in a business by a. very PA , 5 fi HORNLATION OF A DAT NEE i 11) avis fro ) liwble as a + from combine: wileh of Remain filo eae lant poe “i & r may take-any form = i c Jao > Stet bitssttrtt nwthrgp yen ti on et CH Diiatyndea sh We Fights nd obligutions of the -pariners, reflecting the peculior | A ates nership, tl Articles in a Partnership Agreement coi Parties Minimuin nunibst is 2 and by vite of Section 1961 AF Hiasimidin numer ix 20 except, for co-operidiye Societic! iT practitioners by Jey pructtiones iaiécouinttis. _Caphelip—"as in the yeneral kiw of wontraey,gnudr 5. «to regisser an individial or h 2 Liawvever uuler § iS CAMA, 16 Jition to the thet équtrements hve hi aner dr police offiver of of above Section +l of the Partnership Act provides that {partership ‘vith one another are called Golleet hich thicir business 18 ‘carried on ip called” a ‘Q01) provides inter alidt shat-every, Girne haviny fel carry ingon! bus ‘unde ness name’ Fe natnner prowieledl in this part OF thé 1 ifthe narne-tto Fe Trail the painers without muy addition ole th et eethe inuividuial partners ar the‘initials of such forcnames. AaGgisiration is not Fequired where — eb. et te {iL Tivo or ore individual pariners have ahe-same si end of the surname ae Ale havin The velfition rrerely rasllemes atthe: “Furinier owner of the business Niger ius © Finder s SEAMA, 1990, vertain names née {i ey euntsin words such us National suggest that the busine: Goveniment, Co-aperative, Chanth Vrusteg, lavest ment, Bank basa 11 is identical with vr similar 10a dn — ix regintered so as to he likely gain, See Mi AUNLICITE J 11 is sinitir bn anny rashes commencement ame Seek Mot stated with: pre Te duration to large wd ©) The mode sf dissalutian ok = Capital ~ The amount Contribur contribution should he si of shares unless : Property of) necessary ributiny Unless otherwise in the partniceship busin So! Accounts = Provision fa © Scope UF the accounts, Appointment of aii WOT CER tay Copa By preinall p Comme cin’ rs. Rees Tee Wed «a5 Et i a4" ey: RELATIONS OF PARTNERS TO THIRD PARTIES Rita Fy Ever ner he: Pe 7 Partner has authority ty bind the firm and the other partrers in $c) reSpwe : : of matters within the usual business of the firm: The relationship is : 21 OF principal and The acte of every ‘partner who does siny ret carrying on in the ying en sn ‘the usual way busineds of the kind carried on by the firm of mbicly:he sa miember: bind_the firm ang his partneys, unless the partner so Eas: has 4 as “infact no nuthority to ack for thetic in e par lac 1 ‘matter, and, thowhom he is dealing’ either Knows. thal. he hae no, autho Gr ‘believe him to be a partner. By Sect Ind the firm ang. the other partners not o irm, 9 partner inay also Bin borrowing money .an the firms eredi “firnt’s otdinary ‘course of business s * “plvligwing cases: Pa! Ie Enno, execuré » decd B tinder A deed to do so. $ cannot, give a gual not accept shn Ne cannot, subuit_a. disput Let the chow » p Wa (iss ee ait Aerie selon Ben vos covpartner, partners with othe (he usual way business of the ‘itm, ihe other partner(s) will be bow. Wh Hono V. btArey (1960) LW.LER. 093, business as ee ere partners carrying.oy Produce, merchants. X was. the: sly active. partner and on, behalf Aventure with P for the puréhas St ® caryo of polstoes: _Psued' the partnér Sor. ¥ argued “that X tad no autharity.to wi auth presen in ‘Caio het anat aitnoughs fuled?as anollier bu OF ANE Firm he entered into a jot and resale othar huigihioas.: TH Uhe.Jolnt venture wa: ess since-it was.merely a SR wny- business of the Firm. IT a act is outside the scope of the ‘cits, by St unless it has Sou ‘sec! it or ratified it-Under S. of. She “phrase “Ousiness, of the-Ikind ‘carried on bythe iy -Murcaatilé® Credit Co Lea B WER, Br Aoti aye business for tats et Jes" ane pariner:.. Eventhough. buying and sahteg. Pa! into the partnérship account. The buyets Notwithstanding thé exclosion; A was hele i Whe doing -of an act for carrying.on int on-by "the firm, ‘at any restriction shall be pl bind the firm, no aet done in firm with respect to persons <5 Btuldlit'y “fii odsts. muel ubligal S24 > Lvery pariner ts faish obligations of the fiew Incurred! estate is also severally-fiable fe effect of joint Nabiity is that partners, The plaipiife may ‘ h Kee Bs | ty Bale ABR sib me ph flap Jat? ze bans nn Hapel ofing Lase ; fue hs oh at CeM-or them, es ; i om he lobes: his right of action seinen these,nes sued ove ¥ te dp! Femains unsdtistied fron F ‘ ine ment obtained agaisnt those sued. in Ken a j se Hemtion (079) 4 App. Cas. 509, ¥ tent mony 16 two, paruiors Ac and Bd On, default, P-sued them én the-loan and obtained judgment, which was’ not Ssaliéfied. Plater discovered that.a weallhy person €, was a partner in thel fin of the-loan and brought an action againstvhim pn'the Joan.” The Hed: because the court held thar “the liabilit yzbad-merged in the pr ithe ioe’ 12 bligftion 'y was joint. and th evious judgment.» tips V the faliowt —— : ce Slale of a deceased partner remains severally Table’ Abe deceased was @ partner. In Kendal.v: Hamil id, an @Ction against his estate would have been 4 first, this would be no bar to a seco jeceaséd partners estate is not liable for'g ul délivere er his death use the obl i ddélivered after his death because. the ob leh Ae goods were delivered and’ he was then’ ty (ig03ah 2 k.B. 212 oe ee Thi m may be liable for a wro ii d# because i was dor (iat white the taibitity for, Ait) ,several ~ 5.12. Part r Goel, is full “” Judgment obtained ‘ng pie Re ontage shady pe 4 Past et tn Cansie th ee ; DURATION OF EYAL ILETY New Partner’ - A new partner és not jiable for any liabilities of tie frgry pefore he joined it. - 5.17, : ¢ | {Reliving ‘Partner - $.17(2) provides that a partner who retires from 2) firm de not ihe by ‘cease to be liable for partnership. debts or obliga in’ $/17(3), «that is, an express or implies! agree ng partner(s) and the firm's creditars disc i jabilities. .” :, peep tes Bilities, aT 7 or change so advertised. The estaté of a partner who i not, ha Mts iten us (yar, cotlean Aco’ Hi ieee afier the date of ha i Theelfect of 5.36 is. a ag been Kktho iring poviner + 17 Siem to persons’ wh anotlyge-souree. + (bi An advertisement tiga Le) Mo notice ts vequl 1 mtu allah aly hag ; OtSsOLUTION OF PARTNERSHIP “UY fem dagce Pes OS ea ee ats Wentered into for a }) DY the expiration. of tint iy WT enteved inte for ® single duvent OF that adventun, © oF “undertat a8 Wentared into for an wha ned Hine! “Other or others oF his shtention wales termination under ture. or unddrtaking by. by any Birtnersalving iotice solve the: partnership, unless, mutual Agrees the agreemeitsis by Iphick (1910) 1RB ga NS Uy the Seath ots p a, Parker A ner t Wa pervier surfers t 18 share of the part eens debt ‘the other partners have AY he happen ner Of an : Fb ine. Bow which wakes Ve te be coated gn.or fod.tte ‘memberd “nav apart, front itegatity the partners “Ulcterming sysnty ty Mhae operatp 10) diss Jay “5.35, a-eburt may, onc of a pacthership i in Ssconluct as, in a Of the busi Hie bustness,, atfuirs and yet 1 Ch. a6 When a paren TO Of romney © bow Reine? Upon registration with the Co: shall be recognized all ovei Partnershi porate Affairs Commission, Liinited Partnerships Nigeria. By Section 79 5 of CAMA,” a limited i¢ rest of the members (General Partners) Sections 795 to 810 CAMA 2020 extensively coyer all the requi formation of a LP busing igeria and the roles of the parties in TYPES OF LP IN NIGERIA 1, General partner — { 2. Limited partners — “fF While the general partners own and operate the business, limited invest and do not make operational'decisions or bear, any company debt, * \ ‘There is at least one general partner in a LP who is responsible day management of the business i While the LP in an LP commit funds to the establis the sole aim of getting returns with any business bear the management burden and. therefore t company. REGISTATION OF LIMITED PAR’ Like the registration of Incorporated Liability Company, Legal registration @ By virtue of section 797 0 provisions of part D of CAMA the liability of its partners shall be unlimit The first step is reservation of CAMA 2020 states that; the n (upper or lower case or any ¢o or lower case, or any combinati . Registration fee with the Corp . v Pre fede mons OH HEE gene seo 3. Partnership agreement that spells out responsibilities of the partners, The agreement should also clearly state profits would be divided among, the partners. ‘The registration of a LP shall include: - Name me of LP to be registered. \ ( , z< The name shall be signed and authenticated by the p 3907 2S General nature of the business > 2. Notice and other official publications~ : 3. Websites U~ : i 4. Cheques, invoices and réceipis.. — i In addition, all business letters and order forms of LLP and all-of websites, must specify the following in legible letters; 1. ‘The place of registration and registered number..—~ 2. The registered office address. —~ 3. In the case of an LLP whose name ends with the fact that it is a LLP.~ Failure to comply with any of these statutory fine for the LLP and/or for all members CAMA 2020. ACCOUNT AND FILING REQUIRI ALLPs are required to provide financial companies. Examples of the docum include Ap annual return, 7 a Annual accounts © Notfication of changes to the LLP" member's status (from member to Notification of changes to the 5. Details of any moryage or + Failure to file annual accounts or annual return on or before the due date will Tegull in d fine being imposed by the commission. Sed sections 772 & 773 of CAMA 3050" wae or ov BENEFIT OF AN LLP orm © ear 1. The liability of each partner is limited to his contribution ~ LLP agreement. hy, sq 2__It has a low cost of formation and is easy to form. a’ ‘The partners are not liable for the. acts of each 7 Tiable only for their own acts, j i 1 | 1 ‘Jess restrictions and compliance are LLPs by compared to the restrictions enforced on Sompanies. LLP PARTNERSHIP AGREEMENT/DEED The partnership deed Bovern the rights and duties ticles of association for a company). The i LLP agreement includes but not limited to the following cl, 1. Equat hares: all members are entitled to t share equally in j Profits of the LLP. There is. no mention of pes . specified otherwise, the LLP bears its own Co 2. Indemnity for payment and personal lisbili f ;7 ach member for payments made by him '

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