Execution formalities—partnerships
Execution formalities—partnerships

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

  • Execution formalities—partnerships
  • Authority
  • Simple contracts
  • Execution by the partnership
  • Execution on behalf of the partnership
  • Deeds

This Practice Note provides practical guidance on proper execution of simple contracts and deeds for partnerships.

Authority

A partner in a partnership will be empowered by virtue of the partnership agreement to contract and act on behalf of the partnership. On the basis that the partner has the requisite authority to act his or her actions will bind the partnership and the other partners. Always check the partnership agreement to ensure that a partner is acting within his authority.

Simple contracts

Important simple contracts would habitually be executed by the partnership rather than on behalf of the partnership. However, there is no statutory distinction between what a simple contract is and what an important simple contract is. Nor is there any statutory requirement that simple contracts are executed in a particular way. It is at the discretion of the partnership or individual partners as to what it considers a simple contract and what it considers an important simple contract.

Where a partner is an individual, the rules surrounding execution are the same as for individuals. See Practice Note: Execution formalities—individuals. For examples of suitable execution clauses see precedents: Execution clause—partnership—contract and Execution clause—partnership—deed.

Always ensure a contract is only signed when all parties are in full agreement as to the terms. A draft agreement that is signed and the