Formation of Partnership in UK Law

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Leading Cases
  • MacKinlay v Arthur Young McClelland Moores & Company
    • House of Lords
    • 23 Noviembre 1989

    What he receives out of the partnership funds falls to be brought into account in ascertaining his share of the profits of the firm except in so far he can demonstrate that it represents a payment to him in reimbursement of sums expended by him on partnership purposes in the carrying on of the partnership business or practice — the example was given in the course of argument of the partner travelling to and staying in Edinburgh on the business of the firm — or a payment entirely collateral made to him otherwise than in his capacity as a partner (as in Heastie v. Veitch & Co.

  • Popat v Shonchhatra
    • Court of Appeal (Civil Division)
    • 25 Junio 1997

    While each partner has a proprietary interest in each and every asset, he has no entitlement to any specific asset and, in consequence, no right, without the consent of the other partners or partner, to require the whole or even a share of any particular asset to be vested in him.

  • Tiffin v Lester Aldridge LLP
    • Court of Appeal (Civil Division)
    • 11 Julio 2012

    That is because in law an individual cannot be an employee of himself. Nor can a partner in a partnership be an employee of the partnership, because it is equally not possible for an individual to be an employee of himself and his co-partners (see Cowell v. Quilter Goodison Co Ltd and Q.G. Management Services Ltd [1989] IRLR 392). The statutory hypothesis which the subsection requires in order to answer that question is that A and the other members of the LLP 'were partners in a partnership'.

  • Raymond Bieber and Others v Teathers Ltd ((in Liquidation))
    • Chancery Division
    • 09 Febrero 2012

    Fifth, such a trust is akin to a "retention of title" clause, enabling the recipient to have recourse to the payer's money for the particular purpose specified but without entrenching on the payer's property rights more than necessary to enable the purpose to be achieved. It is not as such a "purpose" trust of which the recipient is a trustee, the beneficial interest in the money reverting to the payer if the purpose is incapable of achievement.

  • R (on the application of De Silva and another) v Revenue and Customs Commissioners
    • Supreme Court
    • 15 Noviembre 2017

    Where relief has already been given in error, it would in my view be open to HMRC, in completing an enquiry, to amend the return (for example, under section 28A(2) TMA) by altering the amount chargeable to income tax for Year 2 in order to recover the sums which were wrongly paid as relief. Thirdly, section 59B(5) provides for payment of income tax which is payable as a result of an amendment of a self-assessment under section 28A on completion of an enquiry into a personal tax return.

  • Criterion Properties Plc v Stratford UK Properties LLC and Others
    • Chancery Division
    • 27 Marzo 2002

    In my judgment, therefore, what Belmont and Akindele decide for present purposes is that actual knowledge of circumstances which make the payment a misapplication is sufficient to bind the conscience of the recipient. On my analysis of the essential nature of the second supplementary agreement that, however, is not this case.

  • Austin Rover Group Ltd v Crouch Butler Savage Associates
    • Court of Appeal (Civil Division)
    • 25 Marzo 1986

    It is in the interests of both plaintiffs and the public that litigation should proceed with all diligence. It is in the interest of defendants that they should be able to know when claims against them are statute barred. This type of case, where writs are held for too long and service is attempted in haste within the last week of its validity, continues to arise far too frequently.

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Legislation
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Books & Journal Articles
  • The two faces of partnership?. An assessment of partnership and co‐operative employer/trade union relationships
    • Nbr. 24-3, June 2002
    • Employee Relations
    • 262-276
    The paper examines the context and characteristics of partnership arrangements currently emerging between employers and unions at the workplace level in Britain. Case studies of 11 firms involving ...
    ...... interview data were analysed, all intervieweeschecked drafts which drew on the interviews, and often provided additionalor more recent information concerning partnership arrangements.The 11 case studies spanned a range of industry sectors. They included:two outsourcing companies which had ......
  • Changing images of the State: overloaded, hollowed-out, congested
    • Nbr. 15-3, July 2000
    • Public Policy and Administration
    Three conceptualisations of the UK's state are identified: the overloaded state of the 1960s/1970s; the hollowed-out state of the 1980s/early 1990s; the congested st...
    ......The resulting partnerships bring together public, private, voluntary and community sector actors. ...Introduction A remarkable transformation has taken place in recent years. The individualistic market-based ......
  • PERFORMING GOVERNANCE: A PARTNERSHIP BOARD DRAMATURGY
    • Nbr. 85-4, December 2007
    • Public Administration
    This paper explores the governance of complex public sector partnerships through a detailed case study of a Joint Commissioning Partnership Board (JCPB) in the South East of England. It argues that...
    ...... and a dramaturgical analysis of institutional enactment undertaken to explore interplays of the symbolic and instru- mental in strategy formation. Some implications for our understanding of the sym- bolic in partnership governance are discussed. INTRODUCTION International public ......
  • Inter‐Firm R&D Networks: the Importance of Strategic Network Capabilities for High‐Tech Partnership Formation1
    • Nbr. 17-1, March 2006
    • British Journal of Management
    We examine the role of different network capabilities of companies that influence the formation of R&D partnerships in pharmaceutical biotechnology. Strategic network capabilities, specifically cen...
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Law Firm Commentaries
  • ILPA model limited partnership agreement: attention turns to LP-favourable terms
    • JD Supra United Kingdom
    ILPA has recently published a model limited partnership agreement (LPA) that reflects preferred terms and practices for the LP community investing in private equity funds. The Model LPA conforms to...
    ...... earlier this year), and is part of ILPA’s Simplification Initiative, designed to streamline the negotiation process and reduce fund formation costs. Time will tell as to whether or not the Model LPA is likely to emerge as the manager roadmap to attract LP capital and establish best ......
  • UK Limited Partnership Law Reform – Two Developments
    • Mondaq UK
    ...... law, such as transparency requirements, principal place of business, arrangements for ending a limited partnership, and the role of formation agents. The call for evidence closes on 17 March 2017. The content of this article is intended to provide a general guide to the subject matter. ......
  • Registration Of A Company Or A Partnership In Scotland
    • Mondaq UK
    ...... Information about People with Significant Control (PSCs) For more information on UK companies, please refer to:. UK Company fact sheet. UK Company ......
  • Partnership Vehicles Come Under Scrutiny
    • Mondaq UK
    ...... usefully used in layered structures to ensure that a proper separation is achieved between the separate layers and a number of classic fund formation jurisdictions have recognised the utility of these features and have introduced a similar range of partnership vehicles, with and without entity ......
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Forms
  • Chapter STSM092010
    • HMRC Guidance manuals
    • Formularios de Derecho Civil, Mercantil y Registral
    ...... . A document executed merely to set up a new partnership is generally not chargeable with ad valorem stamp duty because the simple pooling of assets on the formation of a partnership does not constitute a sale, as no consideration is ......
  • Chapter CTM04200
    • HMRC Guidance manuals
    • Formularios de Derecho Civil, Mercantil y Registral
    ...... takes another person into partnership, and. continues to carry on the same trade,. it can. carry forward any losses incurred by it in that trade before the formation of the partnership, and. set-off the losses under CTA10/S45 (CTM04100) ......
  • Chapter STSM091010
    • HMRC Guidance manuals
    • Formularios de Derecho Civil, Mercantil y Registral
    ...... . There are two aspects to the taxation of partnerships. Firstly, at the top level there is the treatment of transactions ...This chapter is largely about the former, including partnership formation, dissolution and transfers of partnership interests. However, it also ......
  • Chapter IHTM12074
    • HMRC Guidance manuals
    • Formularios de Derecho Civil, Mercantil y Registral
    • HM Revenue & Customs
    ......The formation of a civil partnership (IHTM11032) will generally revoke a Will. But, as ......
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