Distinguish between the following: 'Partnership' and 'limited liability partnership'.
CS Professional · Drafting, Appearances and Pleadings · PYQS · December 2015
Distinguish between the following: 'Partnership' and 'limited liability partnership'.
Answer & Explanation:
Partnership Partnership is an association of two or more like minded persons formed with a common objective to establish a lawful business house of their choice with the idea of earning profits. Therefore, all partners of a firm mutually agree to share all profits and losses of the business amongst them according to their predetermined shares/proportions fixed by them in the partnership agreement. Partnership is defined in Section 4 of the Partnership Act, 1932 as a relation between persons who have agreed to share profits of business carried on by all or any one of them acting for all. Persons who have entered into partnership with one another are called individually partners and collectively a firm, and the name under which their business is carried on is called the firm name. In a partnership, the property of the firm is the property of the individuals comprising it. Creditors of a partnership firm are creditors of individual partners and a decree against the firm can be executed against the partners jointly and severally. Partners are the agents of the firm. A partner's liability is always unlimited. Limited Liability Partnership (LLP) As per section 2(n) of the Limited Liability Partnership Act, 2008 limited liability partnership means a partnership formed and registered under the LLP Act. LLP is an alternative corporate business form that gives the benefits of limited liability of a company and the flexibility of a partnership. LLP can continue its existence irrespective of changes in partners. It is capable of entering into contracts and holding property in its own name. LLP is a separate legal entity, is liable to the full extent of its assets but liability of the partners is limited to their agreed contribution in the LLP. Further, no partner is liable on account of the independent or un-authorized actions of other partners, thus individual partners are shielded from joint liability created by another partner's wrongful business decisions or misconduct. Mutual rights and duties of the partners within a LLP are governed by an agreement between the partners or between the partners and the LLP as the case may be.
Topics: Business Laws
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