Introduction •House keeping•Assignment (CAT)•Recapping previous class•Death Penalty Debate•Reports from the field
Introduction Why a typology of partnerships?Why not just have one form of partnerships?Why choose one form over another?
Types of Partnerships•How many types are there in Kenya?•How many in the Partnership Act No. 16 of 2012?•What about the Partnership Act Cap 29?•What about the Limited Partnership Act Cap 30?•What about the Limited Liability Act NO. 42 of 2011?
Types of Partnerships•Three different Types of Partnerships in Kenya:•General Partnerships or Ordinary Partnerships•Limited Partnerships•Limited Liability Partnerships
Where in the law?•General Partnerships: Cap 29 and No. 16 of 2012•Limited Partnerships: Formerly in Cap 30, now in No. 16 of 2012•Limited Liability Partnerships: LLP Act No. 42 of 2011•NB: Cap 30 is repealed under sec 37 of the LLP Act No. 42 of 2011•Is there a gap in the case that No. 16 of 2012 has not commenced?
General Partnerships•This form of partnership is provided for under Part II of thePartnerships Act, No. 16 of 2012.•One key distinguishing characteristic of a general partnership isthat all the partners must have unlimited liability pursuant toSection 4.
General Partnerships: Notable AspectsEach partner shall have unlimited liability.Partnershipcapableofsuingandbeingsuedinitsownname,contracting and holding property in its name.Subject to a partnership agreement, the partnership shall be capable ofproviding for continuity of partnership business despite a change ofpartners.A change in the nature of partnership business shall require consent ofall partners.Each partner is entitled to participate part in the management of thebusiness of the partnership.
General Partnerships: Notable AspectsDifferences arisingout ofan ordinarymatter connected with thebusiness of the partnership shall be decided by the vote of a majority ofthe partners.Differences arising out of other matters connected with the business of the partnership shall be decided by the unanimous decision of all the partners.A partnership is bound by an act done by a partner who is carrying on the business of the partnership. Save where the Partner has no authority and the third party has notice of the said lack of authority.