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The Partnership Act

R.S.M. 1987, c. P30

The Partnership Act

Table of Contents

1 Definitions.
PART I
PARTNERSHIP GENERALLY
2 Application of Part I.
(2) Saving for rules of equity and common law.
3 Definition of partnership.
4 Rules for determining existence of partnership.
5 Postponement of rights of lender or seller in case of insolvency.
6 Meaning of firm.
7 Firm may be partner.
8 Power of partner to bind the firm.
9 Partners bound by acts on behalf of firm.
10 Partner using credit of firm for private purposes.
11 Effect of notice that firm will not be bound by acts of partner.
12 Liability of partners.
13 Liability of the firm for wrongs.
14 Misapplication of money.
15 Liability for wrongs, joint and several.
16 Improper employment of trust property.
17 Persons liable by "holding out".
(2) Continuing business after death of partner.
18 Admissions and representations of partners.
19 Notice to acting partners to be notice to the firm.
20 Liabilities of incoming and outgoing partners.
(2) Pre-retirement debts.
(3) Discharge by agreement.
21 Revocation of continuing guaranty by change in firm.
22 Variation by consent of terms of partnership.
23 Partnership property.
(2) Land belonging to partnership.
(3) Land not belonging to partnership.
24 Property bought with partnership money.
25 Conversion into personal estate of land held as partnership property.
26 Procedure against partnership property for separate judgment.
(2) Redemption of interest.
27 Rules as to interests and duties of partners.
28 Expulsion of partner.
29 Retiring from partnership at will.
(2) Notice of retirement.
30 Presumption where partnership for term is continued over.
(2) Presumption as to continuance.
31 Duties of partners to render accounts, etc.
32 Accountability of partners for private profits.
(2) Further application of section.
33 Duty of partner not to compete with firm.
34 Rights of assignee of share in partnership.
(2) In case of dissolution.
35 Dissolution by expiration or notice.
(2) Date of dissolution.
36 Dissolution by bankruptcy, death or charge.
(2) Dissolution for debt of partner.
37 Dissolution by illegality of partnership.
38 Dissolution by the court.
39 Rights of persons dealing with firm changing membership.
(2) Form of notice.
(3) Liability of estate of deceased partner.
40 Rights of partners to notify dissolution.
41 Continuing authority of partners for purposes of winding-up.
(2) Bankrupt partner without authority.
42 Rights of partners as to application of partnership property.
43 Apportionment of premium where partnership prematurely dissolved.
44 Rights where partnership dissolved for fraud or misrepresentation.
45 Rights of outgoing partner in certain cases.
(2) Option to purchase interest.
46 Retiring or deceased partner's share to be debt.
47 Rule for distribution of assets on final settlement of accounts.
48 Allegations not controvertible against any party signing.
49 If declaration not filed, action may be brought.
(2) Action on instrument naming partners.
50 Enforcement of judgments.
PART II
LIMITED PARTNERSHIPS
51 Application of Part II.
(2) Limited partnership may be formed.
(3) Same person as general and limited partner.
(4) Rights and liabilities.
52 Constitution of limited partnership.
53 General and limited partners, liability of.
54 General partners only to transact business, etc.
(2) Onus of proof.
55 Partnership not formed until registered.
56 Declaration of continuance.
(2) Failure to renew.
57 Effect of change without registration.
58 Limited partnership name.
(2) Use of "Limited" in partnership name.
59 Liability of general partners as such.
60 Interest upon contribution of limited partner.
(2) Return of contribution.
(3) Restrictions on return of contribution.
(4) Form of returned contribution.
(5) Dissolution of limited partnership.
(6) Continuing liability.
61 When liable to refund.
62 Privileges of limited partners.
63 Loss of limited liability by a limited partner.
(2) Limitation.
(3) Limited partnership not dissolved.
(4) Winding-up.
(5) Further characteristics of a limited partnership.
64 General partners liable to account
65 Creditors preferred to limited partners.
66 No premature dissolution without notice.