untitled

Partnership 335

To avoid any possibility of continuing liability, it is prudent for partners who leave a firm
to inform existing customers that they have left.
Figure 12.2 gives an outline of the extent to which one partner is liable for a tort com-
mitted by another partner.

Partnership agreements

Earlier in this chapter we saw that a partnership is formed merely by the fact of people
carrying on a business in common with the intention of making a profit. Partners might or
might not enter into a written partnership agreement, usually called a partnership deed.
If a partnership deed is signed by the partners then this will govern the partners’ relation-
ship with each other. The deed will also state the date at which the partnership commenced.
Firms carrying on a professional business, such as firms of accountants or solicitors, would
almost certainly regulate their relations with a detailed partnership deed. Other firms, such
as firms of window cleaners or market traders, might not have a written agreement. This
would not prevent them from being partnerships.

Ingram was a partner. The suppliers were not paid for their goods. Having sued the firm

and won, they claimed the money from Ingram.

HeldIngram was not liable under s. 14 because he had not knowingly allowed himself to

be represented as a partner. If he had known that Christmas had used the notepaper then

Ingram would have been liable.

Lynskey J said: ‘Before the company can succeed in making Mr Ingram liable under this

section [s. 14] they have to satisfy the court that Mr Ingram, by words spoken or written or

by conduct, represented himself as a partner. There is no evidence of that. Alternatively,

they must prove that he knowingly suffered himself to be represented as a partner... it is

impossible to say that Mr Ingram knowingly suffered himself to be so represented.’

Figure 12.2The firm’s liability for the tort of an individual partner