The court was asked: ‘a) Does the doctrine of marshalling permit the marshalling of securities held over property that does not belong to the common debtor? In particular, is a creditor of a guarantor entitled to marshal (or be subrogated to) securities which have been granted to another creditor of the guarantor by the primary … Continue reading Highbury Pension Fund Management Company and Another v Zirfin Investments Ltd and Others: ChD 14 Feb 2013
The parties were brother and sister, owning and renting properties. The issue was whether they were in partnership, and to what extent properties in one name were held in trust for the two. Held: A partnership was not to be inferred solely from joint ownership, but from all the circumstances. An intention to create a … Continue reading Robinson v Reeve: ChD 14 Jun 2002
Action on an instrument of guarantee. Held: judgment for the Claimant in respect of the principal sum of US$2m. and such interest payments as were due. Judges: Teare J Citations: [2011] EWHC 256 (Comm), [2011] 2 All ER (Comm) 385, [2011] BPIR 644, [2011] 2 BCLC 275, [2011] Bus LR 970, [2011] 1 WLR 2038 … Continue reading Global Distressed Alpha Fund 1 Ltd Partnership v Pt Bakrie Investindo: ComC 17 Feb 2011
The parties had been in partnership as doctors in general practice. The respondent challenged an order made without notice restraining actions which might inhibit the claimant operating his practice. An order dissolving the partnership had already been made. Held: In the case of a partnership an order for dissolution is the beginning of the end, … Continue reading Lie v Mohile: ChD 11 Nov 2014
No Condemnation Without Opportunity For Defence Ridge, a Chief Constable, had been wrongfully dismissed without being given the opportunity of presenting his defence. He had been acquitted of the charges brought against him, but the judge at trial had made adverse comments about his behaviour. He now accepted that he should leave, but sought to … Continue reading Ridge v Baldwin (No 1): HL 14 Mar 1963
Approprietary remedy against Fraudulent Agent The Court was asked whether a bribe or secret commission received by an agent is held by the agent on trust for his principal, or whether the principal merely has a claim for equitable compensation in a sum equal to the value of the bribe or commission. Held: The appeal … Continue reading FHR European Ventures Llp and Others v Cedar Capital Partners Llc: SC 16 Jul 2014
The claimants appealed against summary judgment striking out their claim against the first defendant firm of solicitors, on the basis that they had no real prospect of establishing that another defendant was or had held himself out to be a partner . .
The court considered the liability of partners in a solicitors’ firm for embezzlement of client money by an employee of the firm. Once the true position became known, after many years, the client sued the surviving partners, who relied on . .
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The claimant sought to claim money from a father and son, saying they were in business in partnership. The father denied this but had opened a bank account in his own name, describing himself as trading under the son’s business name, and the son had represented to the claimant that he was in partnership with … Continue reading Elite Business Systems UK Ltd v Price: CA 27 Jun 2005
The claimant solicitors sought to have set aside a statutory demand. They had held sums, but on presentation of his bill, the clients terminated the retainer, and claimed it improper for him to have transferred a substantial sum on account without their prior approval. Whilst the final bill was being taxed the client went into … Continue reading Dean and Dean (A Firm) v Angel Airlines Sa and others: ChD 11 Mar 2009
The taxpayers had challenged an assessment to VAT saying that they were not actually partners in the company assessed. The revenue countered to say that they had signed the registration form to say that they were partners. The revenue now appealed a decision in the taxpayers’ favour. Held: The appeal failed. The partners were partners … Continue reading Revenue and Customs Commissioners v Pal and Others: ChD 31 Jul 2006
Contracts between the members of a firm and third parties, and which were subject to the partnership contract, but which were expressed to be personal and incapable of assignment, were still held on trust for the partnership, and renewals made before a winding up of the partnership were also held in trust. The benefit of … Continue reading Don King Productions Inc v Warren; Roberts; Centurion Promotions Limited (Formerly Sports Network Limited); Sports Network Usa, Inc; Time Warner Entertainment Company, Lp and Sport International, Inc: CA 19 Nov 1998
Partners Liable for Dishonest Act of Solicitor A solicitor had been alleged to have acted dishonestly, having assisted in a fraudulent breach of trust by drafting certain documents. Contributions to the damages were sought from his partners. Held: The acts complained of were so close to the activities which a solicitor would normally undertake, that … Continue reading Dubai Aluminium Company Limited v Salaam and Others: HL 5 Dec 2002
Claim by drummer to have been part of a successful band (the Smiths) and entitled to a share of the partnership revenues. Judges: Waller LJ Citations: [1999] EMLR 233, [1998] EWCA Civ 1711 Links: Bailii Statutes: Partnership Act 1890 24 Jurisdiction: England and Wales Company Updated: 25 November 2022; Ref: scu.145190
The issue arose as to the liability of a firm for the acts of a partner who had made statements to the claimant regarding the rate of return on a proposed investment amounting to some 6,000 per cent per annum. Held: The following propositions of law held: ‘(i) The principles of vicarious liability of partners … Continue reading Cochlan v Ruberella Limited: CA 21 Jul 2003
An agreement to set up a business, which went as far as including some preparatory acts, was not a partnership until there was some actual trading. Whether a partnership had come into existence was a question of fact in the particular circumstances. Judges: Roch LJ Citations: Times 13-Jan-1998, [1997] EWCA Civ 2890, [1998] 1 WLR … Continue reading Khan and others v Miah and others: CA 3 Dec 1997
Partnership assets, both as to capital and revenue were to be divided equally between the partners in the absence of an agreement otherwise even though they had made an unequal contribution. Judges: Nourse LJ Citations: Times 04-Jul-1997, Gazette 09-Jul-1997, [1997] EWCA Civ 1966, [1997] 1 WLR 1367 Links: Bailii Statutes: Partnership Act 1890 24 Jurisdiction: … Continue reading Popat v Shonchatra: CA 25 Jun 1997
EAT JURISDICTIONAL POINTS: Worker, employee or neither Can a partner in a limited liability partnership be an employee? The EAT decided that on the facts of the case the Appellant was a partner in a limited liability partnership and not an employee. Appeal dismissed.Birtles J said: ‘Parliament has thus expressly provided that the legal test … Continue reading Kovats v TFO Management Llp and Another: EAT 21 Apr 2009
Bank – Partnership – Deposit – Receipt – Dissolution of Firm – Payment by Bank to Partner of Dissolved Firm on Signature by him of Firm-Name – Partnership Act 1890 (53 and 54 Vict. cap. 39), sec. 38. Judges: Lord Chancellor (Finlay), Lord Dunedin, Lord Shaw, Lord Parker, and Lord Wrenbury Citations: [1917] UKHL 449, … Continue reading Dickson v National Bank of Scotland: HL 17 May 1917
An inalienable government contract held by one of the partners constituted a partnership asset. On the dissolution of the partnership, a value had to be given to it (since it could not be sold) and the partner who held it debited with that amount in the partnership accounts. Judges: Lord Romilly MR Citations: (1872) LR … Continue reading Ambler v Bolton: CA 1872
A partner in a firm of solicitors had been accused of two assaults by a lay representative of a claimant against the firm. The first related to an attempt to wrest papers from the claimant, and the second an assault outside the court. They were both wrongly categorised as a claim in vicarious liability. The … Continue reading John Flynn v Robin Thompson and Partners (a Firm): CA 24 Aug 1999
A family partnership had carried freehold property at its historic cost value in the books, rather than at a market value. After the death of one partner the share came to be valued. Held: Being a family partnership there was presumption that shares would be bought and sold at market value. The deceased partner could … Continue reading In Re White (Dennis) Deceased; White v Minnis and Another: CA 25 May 2000
A partner is vicariously liable for the acts of his partner in equity as well as in tort. Where a partner acted as accessory to a breach of trust he acted as a constructive trustee. A settlement of and action on this basis was enforceable in a later claim. Judges: Rix J Citations: Times 04-Sep-1998, … Continue reading Dubai Aluminium Company Ltd v Salaam and Others: QBD 17 Jul 1998
The liquidator in a voluntary liquidation negligently failed to inform the company’s creditors of the liquidation, and distributed the company’s assets to its contributories without regard to the creditors’ claims. The company was later dissolved. Held: The creditors had a claim against the liquidator. The availability of the statutory remedy of a creditor under section … Continue reading Pulsford v Devenish: ChD 1903
The liability of a firm for the wrongful acts of one partner is not limited to tortious acts creating liability in common law, but includes all wrongful acts or omissions, including a knowing assistance in a fraudulent scheme. A solicitor who prepares documents for use in a fraudulent scheme, and gives supporting advice, unbeknown to … Continue reading Dubai Aluminium Company Limited v Salaam and others: CA 7 Apr 2000
The first defendant solicitor had defrauded the claimant. He ran his own legal practice but was a partner in another, and had forged his partner’s signature. Ward, Lloyd, Toulson LJJ [2013] EWCA Civ 62 Bailii Partnership Act 1890 814 England and Wales Company Updated: 26 January 2022; Ref: scu.470901
W sought to challenge transactions entered into by H anticipating ancillary relief proceedings on their divorce. Nicholas Mostyn QC J said: ‘While of course no rigid rule can be expressed for the infinite variety of facts that arise in ancillary relief cases, I would have thought, generally speaking, that it would be very difficult for … Continue reading Rossi v Rossi: FD 26 Jun 2006
EAT JURISDICTIONAL POINTS – Worker, employee or neitherA Tribunal determined that a solicitor who had been an employee, but who then accepted remuneration calculated as a ‘profit share’, remained an employee and did not become a partner. It did so without express reference to the Partnership Act 1890, and was contended to be wrong in … Continue reading Williamson and Soden Solicitors v Briars: EAT 20 May 2011
Appeals were made after an order declaring an account a between former partners in a wholesale fruit and vegetable business. The dispute related to the applicability of limitation to undrawn profit shares, and the doctrine of Laches. Held: The judge had been entitled to find on the evidence that undrawn profits had been capitalised. There … Continue reading Hopper and Another v Hopper: CA 12 Dec 2008
Loss of agent’s share for breach within LLP The court was asked whether the principle that a fiduciary (in particular, an agent) who acts in breach of his fiduciary duties can lose his right to remuneration, is capable of applying to profit share of a partner in a partnership or a member of a limited … Continue reading Hosking v Marathon Asset Management Llp: ChD 5 Oct 2016
The claimant was a solicitor partner with the appellant limited liability partnership at their offices in Tanzania. She disclosed what she believed to be money laundering by a local partner. She was dismissed. She had just disclosed her pregnancy and claimed also in sex discrimination. The company appealed findings as to jurisdiction saying that she … Continue reading Clyde and Co Llp and Another v Bates van Winkelhof: CA 26 Sep 2012
Claim under the Partnership Act 1890 against the Defendant, Dr Sangeeta Rathor, for a declaration that they carried on business in partnership together, an order for dissolution and for the standard accounts and inquiries. Dr Rathor denies the . .
The parties had engaged in a bitter 95 day trial in which allegations of forgery, theft, false accounting, blackmail and arson. A company owning patents and other rights had become insolvent, and the real concern was the destination and ownership of . .
