Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

General partnership definition

What does General partnership mean? A general partnership is the standard, unlimited-liability business structure used when two or more persons run a business together for profit, sharing management and profits. In UK and Irish practice it aligns with the “partnership” defined in the Partnership Act 1890 as the relationship between persons carrying on a business in common with a view of profit. The Act is not a complete code and preserves common law and equity; case law shapes partners’ authority, fiduciary duties and dissolution. Key features include informal formation (no incorporation), each partner acting as agent of the firm within the ordinary course...

General partnerships: solvent post-dissolution winding up under the Partnership Act 1890 (England and Wales)

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Practice notes

This Practice Note explains how the business and affairs of a Partnership are handled after a solvent general Dissolution (not a technical dissolution). It does not consider insolvency or how matters are managed when the firm is insolvent. For guidance on partnership insolvency, see: General partnerships and insolvency—overview. The Note addresses partnerships formed under the Partnership Act 1890 (PA 1890) and governed by English law, excluding limited partnerships, Limited Liability partnerships and partnerships governed by Scottish law. A partnership may come to an end by:

dissolution (see Practice Note: Ending a partnership—what is dissolution?)
insolvency (see: General partnerships and insolvency—overview)

For other routes to dissolution, see the Practice Notes: Ending a partnership—dissolution by the court and Ending a partnership—dissolution otherwise than by the court.

Consequences of a general dissolution

On a general dissolution, each partner is entitled, as against the other partners and all persons claiming through them in respect of their interests as partners, to have the partnership wound up. In consequence they are entitled to:

have the proceeds from a sale of assets, or a sale as a going concern, applied towards payment of the debts of the partnership, in respect of interests as partners, and...

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Web page updated on 21/05/2026

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