Ending a general partnership—dissolution by the court
Ending a general partnership—dissolution by the court

The following Corporate guidance note provides comprehensive and up to date legal information covering:

  • Ending a general partnership—dissolution by the court
  • Dissolution by the court
  • Grounds for dissolution by the court
  • Permanent incapacity
  • Prejudicial conduct
  • Breach or conduct making it not reasonably practicable to continue the partnership
  • Possible only to carry on the partnership’s business at a loss
  • Just and equitable circumstances

A partnership can be brought to end by its:

  1. dissolution (see Practice Note: Ending a partnership—what is dissolution?), or

  2. insolvency (see Practice Note: General partnerships—insolvency)

Dissolution by the court

This Practice Note examines how a partnership formed under the Partnership Act 1890 (PA 1890) may be brought to an end by its dissolution where that dissolution is by order of the court. See Practice Note: Ending a partnership—dissolution otherwise than by the court.

For further information, see:

Actions between partners: introduction: Atkins Court Forms Vol 29(1) [15]

Grounds for dissolution by the court

The dissolution of a partnership by order of the court is almost always a general dissolution as opposed to a technical dissolution (see Practice Note: Ending a partnership—what is dissolution?). However, instead of ordering the winding up of the partnership and the sale of all the partnership property following dissolution the court may, following a dissolution order, order any partner to sell his part of the business of the partnership to the other partners which might enable the partnership to continue in business and effectively amount to a technical dissolution. The court may make such an order for sale even if there has been an application for dissolution.

A partner in a solvent partnership may apply to the court for the dissolution of the partnership and the court