Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

General partner definition

What does General partner mean? In a limited partnership, the general partner runs and controls the business and may bind the firm to third parties; unlike a limited partner, it has unlimited liability for the partnership’s debts and obligations. The term is used and defined in statute: the Limited Partnerships Act 1907 (England and Wales and Scotland), the Limited Partnerships Act (Northern Ireland) 1907, and in Ireland the Limited Partnerships Act 1907 (as adapted) and the Investment Limited Partnerships Act 1994 (as amended). A general partner is registered as such on formation and is responsible for management, compliance and filings. It owes fiduciary duties...

Winding-up Insolvent General Partnerships as Unregistered Companies (England and Wales): Creditor and Member Petitions, Grounds, Procedure and Liquidator Powers under the Insolvency Partnerships Order 1994

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Practice notes

This Practice Note examines the winding-up of an insolvent partnership treated as an unregistered company under the Insolvency Partnerships Order 1994 (IPO 1994), SI 1994/2421, arts 7 and 9, on the petition of a creditor, member, responsible insolvency practitioner (IP) or the Secretary of State, provided no simultaneous petition is issued against a member or members. IPO 1994, Sch 3, and Sch 5 (for a member’s petition) adjust elements of Part V of the Insolvency Act 1986 (IA 1986), which addresses the winding-up of an unregistered company. Note: there is no provision for the voluntary winding-up of a partnership (IA 1986, s 221(4), as modified by IPO 1994, SI 1994/2421, Sch 3 Pt I, para 3).

Background

general partnerships, unlike limited liability partnerships (LLPs), do not possess separate legal personality, so partners remain jointly and severally liable for partnership debts. In the absence of a written partnership agreement, the default provisions in the Partnership Act 1890 apply. Limited partnerships under the Limited Partnership Act 1907 likewise lack separate legal personality, though they can be registered at Companies House. In limited partnerships, the general partner(s) manage the enterprise with unlimited liability, whilst the limited partner(s)...

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Natasha Dzameh

St John's Chambers

Natasha is a specialist commercial and chancery barrister who is consistently ranked as a leading junior in Chambers UK and Legal 500. She has been described as someone who has “a good way with clients” as well as being “an assertive and tenacious advocate”, “very responsive, extremely thorough, pragmatic and easy to work with as part of the team”, “approachable” and “extremely intelligent, with an eye for practical and innovative solutions”. Natasha is often instructed as sole counsel in high value, multifaceted litigation. She has experience of acting as junior to senior counsel on particularly complex matters and working in teams of counsel on large scale, high value, document-heavy government disputes. Her clients range from individuals to major financial institutions and international companies including high street brands. Natasha’s main areas of expertise are: Commercial disputes – agricultural, banking and financial (including...

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