Partnership - Assignment Paper - Essay Example

A partnership is different from a company on the grounds that it is not incorporated and thus cannot be called a separate legal entity. However, a firm may be sued, or sue other partners if it is registered. Every partner is an agent representing the partnership firm and this function begins as soon as the partners agree to form a partnership with each other, irrespective of the fact that they began trading or not. Thus, each partner will be liable to his full extent for the debts of the firm.

A partnership agreement arises out of a contract among the various partners which may be either expressed or implied in nature. There are various kinds of partners, dormant and active, in some cases, an individual might hold himself a partner only to the outside world and thus becomes liable for any debts that the firm must manage in due course. Various articles of partnership including a Memorandum of Association, Articles of Association etc must be laid down as part of the contractual agreements which contain relevant information including the names of the partners, extent of capital provided, nature of the firm’s business, the ratio of sharing profits and losses, as well as the regulations for admission and retirement of partners.

The main difference between a partnership and a company is that a company is a type of a corporation and is a separate legal entity except for cases where the company has been proved to be illegal in which case the corporate veil may be lifted. However, Limited Liability Partnerships are corporate bodies having a separate legal personality from their members. A partnership is a mere unity of ownership and control and may be dissolved however a company goes on even after the death of the directors.

Each partner in a partnership firms has a certain liability to pay the debts because of his position within the firm if he retires, dies, or is a new partner altogether, just as he is equipped to receive the profits too. In a company however, each director or member who has subscribed is entitled to a small dividend as per the subscription. The audits of a partnership are not available for the scrutiny of the rest of the society whereas a company’s audits and shares are part of the public proceedings as well and thus open to all.

When a company is formed as a subsidiary of another company, then the questions are raised whether the company which is the subsidiary of the other company works as an individual entity or on the basis of its parent’s company. In the case of Solomon vs Solomon the question raised was whether a company is an original entity in itself, and the decision mentioned that the company is indeed an individual entity in itself and operates on its own accord. Any company which is formed has the power and the ability to work on its feasibility without the interference from another company.

However, nowadays the concept of veil has overshadowed the Solomon case where there is a common understanding that a subsidiary often is run by its parent company. A partnership can be terminated in many ways. One of the most common ways of terminating the partnership is when the partnership goes bankrupt and