Partnerships & LLP's

This is a complicated and often misunderstood area of law. We have extensive experience of advising partnerships, from professional industries such as accountants, to medical and dental organizations and farming partnerships. We have been engaged in major transactional and dispute resolution work involving all types of business.

Typically the matters we are retained on are as follows:

  • Transactions – sale or purchase of whole or part of business
  • Dealing with incoming or retiring partners
  • Creation of partnership agreements, amendments to those already set up and review of agreements in existence.
  • Disputes between partners
  • Partnership winding up and dissolution
  • Partnership property – premises, leases and obligations
  • Partnership transfers to limited companies or LLPs
  • Limited liability partnerships

Examples of work

1 In the agricultural sector we are engaged by farming partnerships, usually involving family run businesses.  In a number of cases the founder (typically father or grandfather) have long since gone and the business is left to siblings.  In a number of cases the relationships have broken down and the family has started to become involved in a major dispute.  Our role in acting for the client is to resolve that dispute and try and separate the business and farms, including the entitlements, which can be very difficult especially when there are farm tenancies involved.

“Quite often people do not understand partnership law and how this differs from company law, but it is very important that the distinction is understood.”

2 We are also frequently engaged in advising clients about formation of partnerships in constructions, professional, dentistry and other sectors, we do this by taking all the partners through the various issues and law in relation to partnership matters. Quite often people do not understand partnership law and how this differs from company law, but it is very important that the distinction is understood.

3 In the food sector we dealt with a business that had been trading for over 50 years.  The business had always done well but the partners had differences of opinion, which quickly developed into a dispute and argument as to who was going to take the business over and buy out the other partner. We were engaged to deal with issues of alleged fraud, theft and to secure a deal for our client. As with many examples that we see, the case was dealt much more difficult as the parties did not have a partnership agreement which meant that the Partnership Act 1890 applied which is legislation that does not easily fit with the modern business world, but not many people realise the implications of this law, which can have dramatic effects.