New South Wales Consolidated Acts

PARTNERSHIP ACT 1892 - SECT 66D

66D Incorporated limited partnerships formed under corresponding laws

(1) In this section--

"corresponding law" means--

(a) a law of another State or of a Territory or of another country or jurisdiction that substantially corresponds to the provisions of this Act that relate to incorporated limited partnerships, or

(b) a law declared under subsection (3) to be a corresponding law for the purposes of this Part.

"recognised incorporated limited partnership" means a partnership formed in accordance with a corresponding law.

(2) A partner in a recognised incorporated limited partnership is liable for a liability incurred by the partnership as a result of--

(a) the conduct of the recognised incorporated limited partnership's business in this State, or

(b) the acts or omissions in this State of a partner in the recognised incorporated limited partnership or of the partnership itself or of any officer, employee, agent or representative of such a partner or of the partnership,

only in circumstances where the partner would be so liable under the corresponding law if the conduct or acts or omissions occurred in the place where the recognised incorporated limited partnership was formed.

(3) Subject to subsections (4) and (5), the Governor may, by order published in the Gazette, declare a law of another State, a Territory or another country or jurisdiction to be a corresponding law for the purposes of this Part.

(4) The law of another State or of a Territory may not be declared to be a corresponding law unless the Minister has certified to the Governor that under that law a limited partner in an incorporated limited partnership formed in accordance with this Part and registered or otherwise recognised under that law is liable for a liability incurred by the partnership as a result of--

(a) the conduct in that State or Territory of the business of the partnership, or

(b) the acts or omissions in that State or Territory of a partner in the partnership or of the partnership itself or of any officer, employee, agent or representative of a general partner or of the partnership,

only in circumstances where the limited partner would be so liable under this Act if the conduct or acts or omissions occurred within the State.

(5) The law of another country or jurisdiction (not being another State or Territory) may not be declared to be a corresponding law unless the Minister has certified to the Governor that that law provides for the limitation of liability of certain partners in certain partnerships.

(6) This section is additional to, and does not derogate from, any rule of law under which recognition is or may be given to a limitation of liability of a partner in a partnership.