How JustAnswer Works:

  • Ask an Expert
    Experts are full of valuable knowledge and are ready to help with any question. Credentials confirmed by a Fortune 500 verification firm.
  • Get a Professional Answer
    Via email, text message, or notification as you wait on our site.
    Ask follow up questions if you need to.
  • 100% Satisfaction Guarantee
    Rate the answer you receive.

Ask UKSolicitorJA Your Own Question

UKSolicitorJA
UKSolicitorJA, Solicitor
Category: Law
Satisfied Customers: 4312
Experience:  English solicitor with over 12 years experience
62162956
Type Your Law Question Here...
UKSolicitorJA is online now

Partnership law question. Three people were in partnership

Resolved Question:

Partnership law question.
Three people were in partnership (01/02/1995) and signed a partnership agreement, one of them retired (1999), the other two continued on the previous agreement. Recently a 3rd joined, they did not create or sign any new agreement. Are they currently a partnership at will or bound by the terms of the original agreement?
Submitted: 2 years ago.
Category: Law
Expert:  UKSolicitorJA replied 2 years ago.
Hello,

The original agreement may be binding on the continuing 2 Partners but not binding on the new Partner unless there is an express or implied agreement by the new Partner to be bound to the original Partnership Agreement.

If there is no agreement by the new Partner, he/she is in a Partnership at will and may give notice at any time to terminate his/her partnership with the continuing 2 Partners.

May I help further?

Customer: replied 2 years ago.

When you say, may be binding, what would sway this either way to either be not binding or definitely binding.


 


Perhaps would help if I put it in context....


3 doctors were in partnership, one retired the other two continued without a new agreement, a new doctor joined and they again did not draft a new agreement. The new doctor was not good for business and quite disruptive etc. One of the partners believed that there were operating at will as no new agreement, since last two changes. So he dissolved the partnership, by reference to the partnership act 1890 (or whatever).


 


Partners say as old agreement did not allow for dissolution, he should not and cannot dissolve?


 


 

Expert:  UKSolicitorJA replied 2 years ago.
I do not know what the Partnership Agreement provides so I cannot give definitive advice which explains the use of the word "may".

If it says the partnership will continue if one of the partner retires, or the partnership is for a fixed term which has not yet expired, then it continues.

If no duration was specified in the original partnership agreememt, then it would be a partnership at will and can be dissolved by any partner giving notice.

This area is very complicated and I would refer you here for further information
http://www.gannons.co.uk/expertise/partnerships/dissolution-of-a-partnership/

Hope this helps

Customer: replied 2 years ago.

In my own lay research I actually visited the same link.


 


Would you like me to send you a copy of the agreement???

Expert:  UKSolicitorJA replied 2 years ago.
This is a public forum and I would not advise you to disclose it here if is is confidential.
Customer: replied 2 years ago.

 


this is a clause contained within the document.....


 


....and the partnership shall continue during the joint lives of the Partners of any two or more of them unless previously determined in the case of any individual partners under the provisions continued below.



The outgoing from the Partnership bankruptcy or death of any individual partner shall not dissolve the partnership as between the other partners.



Expert:  UKSolicitorJA replied 2 years ago.
Thank you. That clarifies matters.

I would refer you back to my original answer and would advise you that in my opinion, the partnership agreement is binding between the 2 continuing partners but not the 3 rd partner who never agreed or signed up to the partnership agreement.

As far as the 3 rd partner is concerned, it is a partnership at will and they may give notice to retire at any time but it would still continue as far as the continuing 2 are concerned.

Hope this clarifies and please leave feedback
UKSolicitorJA, Solicitor
Category: Law
Satisfied Customers: 4312
Experience: English solicitor with over 12 years experience
UKSolicitorJA and 2 other Law Specialists are ready to help you

What Customers are Saying:

 
 
 
  • Thank you so much for your help. Your answers were really useful and came back so quickly. Great! Maggie
< Previous | Next >
  • Thank you so much for your help. Your answers were really useful and came back so quickly. Great! Maggie
  • A quick response, a succinct and helpful answer in simple English. I believe I can now confront the counter party with confidence -- worth the 30 bucks! Rick
  • Wonderful service, prompt, efficient, and accurate. Couldn't have asked for more. I cannot thank you enough for your help. Mary C.
  • This expert is wonderful. They truly know what they are talking about, and they actually care about you. They really helped put my nerves at ease. Thank you so much!!!! Alex
  • Thank you for all your help. It is nice to know that this service is here for people like myself, who need answers fast and are not sure who to consult. GP
  • I couldn't be more satisfied! This is the site I will always come to when I need a second opinion. Justin
  • Just let me say that this encounter has been entirely professional and most helpful. I liked that I could ask additional questions and get answered in a very short turn around. Esther
 
 
 

Meet The Experts:

 
 
 
  • Jo C.

    Jo C.

    Barrister

    Satisfied Customers:

    30316
    Over 5 years in practice
< Previous | Next >
  • http://ww2.justanswer.com/uploads/EM/emus/2015-7-7_192327_bigstockportraitofconfidentfemale.64x64.jpg Jo C.'s Avatar

    Jo C.

    Barrister

    Satisfied Customers:

    30316
    Over 5 years in practice
  • http://ww2.justanswer.com/uploads/BE/benjones/2015-12-1_0437_ennew.64x64.jpg Ben Jones's Avatar

    Ben Jones

    UK Lawyer

    Satisfied Customers:

    11553
    Qualified Solicitor - Please start your question with 'For Ben Jones'
  • http://ww2.justanswer.com/uploads/BU/Buachaill/2012-5-25_211156_barrister5.64x64.jpg Buachaill's Avatar

    Buachaill

    Barrister

    Satisfied Customers:

    1754
    Barrister 17 years experience
  • http://ww2.justanswer.com/uploads/JO/jojobi/2013-3-19_0265_maxlowryphoto.64x64.jpg Max Lowry's Avatar

    Max Lowry

    Advocate

    Satisfied Customers:

    894
    LLB, 10 years post qualification experience
  • http://ww2.justanswer.com/uploads/UK/UKLawyer/2012-4-12_9849_F2.64x64.jpg UK_Lawyer's Avatar

    UK_Lawyer

    Solicitor

    Satisfied Customers:

    750
    I am a qualified solicitor and an expert in UK law.
  • http://ww2.justanswer.com/uploads/KA/Kasare/kasare.64x64.jpg Kasare's Avatar

    Kasare

    Solicitor

    Satisfied Customers:

    402
    Solicitor, 10 yrs plus experience in civil litigation, employment and family law
  • http://ww2.justanswer.com/uploads/OS/osh/2015-7-7_19268_gettyimagesb.64x64.jpg Joshua's Avatar

    Joshua

    Lawyer

    Satisfied Customers:

    8199
    LL.B (Hons), Higher Prof. Dip. Law & Practice