Abstract
Partnerships are associations of two or more individuals, or “partners,” who share in the management, control, profits, and liability of a business. Partnerships are governed by the Uniform Partnership Act of 1914 (UPA), which has been adopted by all states except for Louisiana. The UPA treats each partner as an agent of the partnership, which may be a source of liability issues. This is especially true within the context of general partnerships, which are formed whenever two or more individuals begin a joint business operation, regardless of their intent, or the lack thereof, to form a partnership. Thus, two business partners may inadvertently enter into a relationship where the law recognizes each as fully liable for the other’s debts, torts, and negligence.
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Notes
- 1.
See, e.g., RUPA (1997) § 207, dealing with partnerships as entities.
- 2.
N.B.: some state laws have changed this general rule and allow partnerships to be sued. The general rule may be varied according to the various modalities of partnerships, discussed below.
- 3.
UPA § 29.
- 4.
This general rule applies provided that the partnership agreement does not contravene public policy.
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© 2013 Springer-Verlag Berlin Heidelberg
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Balouziyeh, J.M.B. (2013). Partnerships. In: A Legal Guide to United States Business Organizations. Springer, Berlin, Heidelberg. https://doi.org/10.1007/978-3-642-37907-9_5
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DOI: https://doi.org/10.1007/978-3-642-37907-9_5
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Publisher Name: Springer, Berlin, Heidelberg
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