South Australian Current Acts

PARTNERSHIP ACT 1891

TABLE OF PROVISIONS

           Long Title

   PART 1--Preliminary

   1A.     Short title
   1B.     Interpretation
   1C.     Application of laws to partnerships and incorporated limited partnerships

   PART 2--Partnerships generally

           Division 1--Nature of partnerships

   1.      Definition of partnership
   2.      Rules for determining existence of partnership
   3.      Postponement of rights of person lending or selling in consideration of share of profits in case of insolvency
   4.      Meaning of firm

           Division 2--Relationship of partners to persons dealing with them

   5.      Power of partner to bind firm
   6.      Partners bound by acts on behalf of firm
   7.      Partner using credit of firm for private purposes
   8.      Effect of notice that firm will not be bound by acts of partner
   9.      Liability of partners
   10.     Liability of firm for wrongs
   11.     Misapplication of money or property received for or in custody of the firm
   12.     Liability for wrongs joint and several
   13.     Improper employment of trust property for partnership purposes
   14.     Persons liable by holding out
   15.     Admissions and representations of partners
   16.     Notice to acting partners to be notice to firm
   17.     Liabilities of incoming and outgoing partners
   18.     Revocation of continuing guaranty by change in firm

           Division 3--Relationship between partners

   19.     Variation by consent of terms of partnership
   20.     Partnership property of firms other than incorporated limited partnerships
   20A.    Partnership property of incorporated limited partnership
   21.     Property bought with partnership money
   22.     Conversion into personal estate of land held as partnership property
   23.     Procedure against partnership property for a partner's separate judgment debt
   24.     Rules as to interests and duties of partners other than partners in incorporated limited partnership subject to special agreement
   25.     Expulsion of partner
   26.     Retirement from partnership at will
   27.     Where partnership for term is continued over, continuance on old terms presumed
   28.     Duties of partners to render accounts etc
   29.     Accountability of partners for private profits
   30.     Duty of partner not to compete with firm
   31.     Rights of assignee of share in partnership

           Division 4--Dissolution of partnership

   31A.    Division does not apply to incorporated limited partnerships
   32.     Dissolution by expiration or notice
   33.     Dissolution by insolvency, death, or charge
   34.     Dissolution by illegality of partnership
   35.     Dissolution by the court
   36.     Rights of persons dealing with firm against apparent members of firm
   37.     Right of partners to notify dissolution
   38.     Continuing authority of partners for purposes of winding up
   39.     Rights of partners as to application of partnership property
   40.     Apportionment of premium where partnership prematurely dissolved
   41.     Rights where partnership dissolved for fraud or misrepresentation
   42.     Right of outgoing partner in certain cases to share profits made after dissolution
   43.     Retiring or deceased partner's share to be a debt
   44.     Rule for distribution of assets on final settlement of accounts

   PART 3--Limited partnerships and incorporated limited partnerships

           Division 1--Application of Act to limited partnerships and incorporated limited partnerships

   47.     Application of Act to limited partnerships and incorporated limited partnerships

           Division 2--Nature and formation of limited partnerships and incorporated limited partnerships

   48.     Limited partnership or incorporated limited partnership is formed on registration
   49.     Composition of limited partnership or incorporated limited partnership
   50.     Size of a limited partnership or incorporated limited partnership
   51.     Incorporated limited partnership is separate legal entity
   51A.    Powers of incorporated limited partnership
   51B.    Partnership agreement
   51C.    Relationship of partners in incorporated limited partnership to others and between themselves

           Division 3--Registration of limited partnerships and incorporated limited partnerships

   51D.    Who may apply for registration?
   52.     Application for registration
   53.     Registration of limited partnership or incorporated limited partnership
   53A.    Acts preparatory to registration do not constitute partnership
   54.     Register of Limited
           PART nerships and Incorporated Limited Partnerships
   55.     Changes in registered particulars
   56.     Certificates of registration
   57.     Commission may correct Register

           Division 4--Limitation of liability of limited partners in limited partnership

   58.     Liability of limited partner limited to amount shown in Register
   59.     Change in liability of limited partner
   60.     Change in status of partners
   61.     Liability for business conducted outside the State
   62.     Liability for limited partnerships formed under corresponding laws
   62A.    Effect of sections 61 and 62
           63. Contribution towards discharge of liabilities
   64.     Limitation on liability may not be varied by partnership agreement etc

           Division 4A--Limitation of liability of limited partners in incorporated limited partnerships

   64A.    Limitation of liability of limited partners
   64B.    Change in status of partners
   64C.    Liability in respect of conduct or acts or omissions outside the State
   64D.    Incorporated limited partnerships formed under corresponding laws
   64E.    Effect of sections 64C and 64D

           Division 5--Other modifications of general law of partnership

   65.     Limited partner not to take part in management of limited partnership
   65A.    Limited partner not to take part in management of incorporated limited partnership
   65B.    Definitions etc applicable to section 65A
           66. Differences between partners
   67.     Change in partners

           Division 6--Dissolution and cessation of limited partnerships and incorporated limited partnerships

   68.     Dissolution not available in certain cases
   69.     Cessation of limited partnerships
   70.     Registration of dissolution or cessation of limited partnership
   71.     Winding up by general partners
   71A.    Winding up of incorporated limited partnerships

           Division 7--Miscellaneous

   71B.    Execution of documents
   71C.    Entitlement to make assumptions
   71D.    Assumptions that may be made under section 71C
           71E. Lodgment of certain documents with Commission
   72.     Signing of documents to be lodged with Commission
   73.     Model limited partnership agreement
   74.     Certain convicted offenders not to carry on business as general partners
   75.     Identification of limited partnerships and incorporated limited partnerships
   76.     Registered office
   77.     Service
   78.     Entry in Register constitutes notice
   79.     Giving false or misleading information
   79A.    Offences by partnerships
   79B.    Duty to furnish information
   79C.    Confidentiality
   80.     Statutory declaration
   81.     General power of exemption of Commission
   83.     Regulations
   84.      Relationship with Corporations legislation
           SCHEDULE 1--Savings, transitional and other provisions
           Legislative history