PARTNERSHIP

CHAPTER 46:04
PARTNERSHIP

ARRANGEMENT OF SECTIONS

    SECTION

PART I
PRELIMINARY

    1.    Short title

    2.    Interpretation

PART II
NATURE OF PARTNERSHIP

    3.    Definition of a partnership

    4.    Rules for determining existence of partnership

    5.    Postponement of rights of person lending or selling in consideration of share of profits in case of insolvency

    6.    Meaning of firm

PART III
RELATIONS OF PARTNERS TO PERSONS DEALING WITH THEM

    7.    Power of partner to bind the firm

    8.    Partners bound by acts on behalf of firm

    9.    Partner using credit of firm for private purposes

    10.    Effect of notice that firm will not be bound by acts of partner

    11.    Liability of partners

    12.    Liability of the firm for wrongs

    13.    Misapplication of money or property received for or in custody of the firm

    14.    Liability for wrongs joint and several

    15.    Improper employment of trust property for partnership purposes

    16.    Persons liable by ‘‘holding out”

    17.    Admissions and representations of partners

    18.    Notice to acting partner to be notice to the firm

    19.    Liabilities of incoming and outgoing partners

    20.    Revocation of continuing guarantee by change of firm

PART IV
RELATIONS OF PARTNERS TO ONE ANOTHER

    21.    Variation by consent of terms of partnership

    22.    Partnership property

    23.    Property bought with partnership money

    24.    Conversion into personal estate of land held as partnership property

    25.    Procedure against partnership property for a partner’s separate judgment debt

    26.    Rules as to interests and duties of partners subject to special agreement

    27.    Expulsion of partner

    28.    Retirement from partnership at will

    29.    Where partnership for term is continued over, continuance on old terms presumed

    30.    Duty of partners to render accounts, etc.

    31.    Accountability of partners for private profits

    32.    Duty of partner not to compete with firm

    33.    Rights of assignee of share in partnership

PART V
DISSOLUTION OF PARTNERSHIP AND ITS CONSEQUENCIES

    34.    Dissolution by expiration or notice

    35.    Dissolution by bankruptcy, death, charge or subjection to forfeiture

    36.    Dissolution by illegality of partnership

    37.    Dissolution by the Court

    38.    Rights of person dealing with firm against apparent members of firm

    39.    Right of partners to notify dissolution

    40.    Continuing authority of partners for purposes of winding up

    41.    Rights of partners as to application of partnership property

    42.    Apportionment of premium where partnership prematurely dissolved

    43.    Rights where partnership dissolved for fraud or misrepresentation

    44.    Right of outgoing partner in certain cases to share profits made after dissolution

    45.    Retiring or deceased partner’s share to be a debt

    46.    Rule for distribution of assets on final settlement of accounts

    47.    Saving for rules of equity and common law

4 of 1969

    An Act relating to partnerships and matters incidental thereto and connected therewith

PART I
PRELIMINARY

1.    Short title

    This Act may be cited as the Partnership Act.

2.    Interpretation

    In this Act, unless the context otherwise requires—

    ‘‘business’’ includes every trade, occupation or profession;

    ‘‘Court’’ means the High Court.

PART II
NATURE OF PARTNERSHIP

3.    Definition of a partnership

    (1) Partnership is the relation which subsists between persons carrying on business in common with a view to profit.

    (2) The relation between members of any company or association which is—

    (a)    registered as a company under any written law for the time being in force in Malawi rating to the registration of joint stock companies; or

    (b)    formed or incorporated by or in pursuance of any other written law, letters patent or Royal Charter;

    is not a partnership within the meaning of this Act.

4.    Rules for determining existence of partnership

    In determining whether a partnership does or does not exist,regard shall be had to the following rules—

    (a)    joint tenancy, tenancy in common, joint property, common property, or part ownership does not of itself create a partnership as to anything so held or owned, whether the tenants or owners do or do not share any profits made by the use thereof;

    (b)    the sharing of gross returns does not of itself create a partnership, whether the persons sharing such returns have or have not a joint or common right or interest in any property from which or from the use of which the returns are derived;

    (c)    the receipt by a person of a share of the profits of a business is prima facie evidence that he is a partner in the business, but receipt of such a share, or of a payment contingent on or varying with the profits of a business, does not of itself make him a…