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UKSolicitorJA, Solicitor
Category: Law
Satisfied Customers: 4312
Experience:  English solicitor with over 12 years experience
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I closed my business (a private partnership) 18 months ago

Customer Question

I closed my business (a private partnership) 18 months ago due to ill health. When we were in the process of closing, we wrote to all our suppliers to tell them we were closing and gave them a few months to submit invoices for any outstanding business. I have recently received a solicitors letter from an ex-supplier asking for payment of a substantial amount of unpaid invoices. We have been through our paperwork and it looks as though there probably is an amount due, but the majority of it goes back to over 4 years ago. At this time, the supplier was under different ownership and the company finally went into administration and was taken over. The outstanding invoices relate to business carried out both prior to Administration and post Administration under new ownership. Notwithstanding this, I don't have the money to pay the invoices because I am now disabled and unable to work. I am trying to locate the contract the supplier (the contract was signed by the original owner, pre-Administration), but believe it says that invoices must be submitted within 12 months of the goods or service being carried out or they will not be paid. Could you please advise on whether I will need to pay the invoices and where I stand legally? many thanks
Submitted: 3 years ago.
Category: Law
Expert:  UKSolicitorJA replied 3 years ago.

S. 9 of the Partnership Act 1890 provides as follows:

Liability of partners.

Every partner in a firm is liable jointly with the other partners, and in Scotland severally also, for all debts and obligations of the firm incurred while he is a partner; and after his death his estate is also severally liable in a due course of administration for such debts and obligations, so far as they remain unsatisfied, but subject in England or Ireland to the prior payment of his separate debts.

So you would be jointly liable with your former partners for the debts of the partnership which arose while you were a partner.

However, if you are able to find the contract with the supplier which states that invoices must be submitted within 12 months and this was not done, you may defend the supplier's claim on the grounds that the supplier did not submit their invoice within the required time period and as a result the supplier is now time barred from claiming.

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