Saturday, December 13, 2008

Duties and Legal Obligation of General Partners

1. Fuducuary Duties Owned to Other Parnerts

2. Each Partner Personally Liable for All Partnership Partners

a. Personal Liability for Acts of Other Partners

b. All Liability Joint and Several

Authority of Partners

Partners have whatever actual authority the partners agree that the partners will have. They aslo have apparent authority to enter into any teansaction that is apparently within the scope of the partnership business.

Rights of General Partnership - Rights in Partnership Interest

A partners has a personal property interest in the partnership consisting of partner's right to his share of the profit and surplus.

a. Interest is Assignable

b. Assignee Has Rights to Partner's Share of Profits

c. Assignee Has No Management Rights

d. Judicial Dissolution

e. Creditors May Attach a Partner's Interest - Called a "Charging Order"
1. A charging order does not cause a dissolution of the partnership.
2. A charging order does not make a creditor a partner or allow the creditor to participate
in parntership affairs.

f. Upon Death, Heirs are Entitled to Deceased Partner's Share of Profits.

Sunday, December 07, 2008

Rights of General Partners - Rights in Partnership Property

1. Right in Partnership Property
A partnership is treated as owning all money and property contributed to the partnership by the partners and all other property acquired by the partnership. Partners are not treated as co-owners of partnership property. As a general rule, partners have no right to possess or use a specific item of partnership property other for partnership purposes.

a. Not Assignable or Mortgageable by Partner Individually

b. Not Subject to Attachment by Individual Partner's Creditors or for Alimony

c. Rights Vest in Surviving Partners upon Death