(c) If they are concluded for an indefinite period, by a partner who notifies the other or another of his intention to dissolve the company. For the purposes of the definition of a partnership (see paragraph 53.8), `enterprise` means any trade, profession or profession [Note 5]. With this in mind, it is recommended that all partners enter into a “partnership agreement” or deed to govern the agreement and allow the partnership to proceed after a partner has left. Similarly, since a person cannot enter into a contract with himself, a partner cannot be employed in his own company (just as a general manager is an employee of a limited liability company) [Note 21]. Unlike a limited liability company [Note 45], there is no legal requirement to create partnership accounts, although there is an indirect requirement without exception due to tax regulations and there may be a requirement in the articles to keep accounts. The partners have a duty to provide each other with accounts [Note 46]. Unlike a corporation, a partnership does not have a separate legal personality from that of its shareholders (corporate personality) [Note 18]. The partnership is the partners and the partners are the partnership [Note 19] and there is no legal distinction between the parties. The rights and obligations of a partnership are also those of the partners and any liability is enforceable against each of the partners individually. (1) A shared, co-tenancy, co-ownership, co-ownership or partial ownership does not in itself create a partnership in relation to anything owned or owned in that way, whether or not the tenants or owners share the benefits of its use. Each partner is a representative of the company and its other partners for the purposes of the company`s business; and the acts of any member who performs an act with a view to carrying on his activities in the normal manner as carried out by the company of which he is a member are binding on the undertaking and its members, unless the member acting in that way is not actually authorised to act on behalf of the undertaking in question; And the person he is dealing with knows that he has no authority, or knows or does not believe that he is a partner.

As long as a partnership is able to make a profit, the fact that a partnership actually makes a profit does not decide the question – it is the intention and ability to make a profit that would be relevant [Note 7]. The intention to make a profit does not need to be the dominant goal, it may be secondary or incidental, but it would still be enough to meet the definition of a partnership. 3. A member who, for the purposes of the company, makes an actual payment or an advance exceeding the amount of the capital agreed upon by him shall be entitled to interest of five per cent. per year from the date of payment or advance. For a partnership to exist, the partners must manage a joint venture. This is a concept that can perhaps be better explained by referring to a type of business that would not be a partnership. If a landowner and a farmer decide that the landowner will allow his land to be cultivated by the farmer for their mutual benefit (a share of the profits), then they will not run a joint venture, as one would as a landowner and the other as a farmer. If, on the other hand, one partner was the landowner, but both were involved in the farm in some way, then it would be a partnership [Note 6].

Subject to the usual restrictions on “disclosure” (use of a name that another party claims ownership of) and the use of sensitive names [Note 23], a partnership is free to choose its name. There are no special rules. Since a partnership does not have a separate legal personality (see paragraph 53.19), it cannot employ any person. Often, the name of the company appears in an employee`s employment contract, but it is an equally convenient abbreviation for the names of the partners (see paragraph 53.136 on the effect of this principle in insolvency). The capital is the amount contributed by the partners of the partnership for the purpose of starting or carrying out the activities of the company and is generally expressed in cash, even if the contribution is a property or a business. A partner`s interest in the partnership refers to the amount contributed and differs from his or her share of the company`s assets, which relates to his or her share in the partnership in accordance with the share specified in the partnership agreement (see Article 53.60) (provided there is one – see paragraph 53.54). Apart from the fact that a partnership has no legal personality other than its partners (see paragraph 53.19), the other essential difference between a partnership and a partnership is that the partners of a partnership are fully liable, unlike the partners of a partnership whose liability is limited to unpaid shares. Profit-sharing is an indicator of the existence of a partnership, but is not in itself evidence [Note 13] and the terms of the agreement between the parties must also be taken into account (i.e. they act only as principals and agents) [Note 14]. .