Which Law Governs Partnerships In Many States In The Absence Of An Express Agreement

Despite their name, the UPA was not introduced uniformly between states; In addition, it had some flaws. States worked on this, and in the 1980s, the National Conference of Commissioners for Unified Laws (NCCUL) found that a revised version was in order. The UPA was amended in 1992 and further amendments were adopted in 1993, 1994, 1996 and 1997. The NCCUL reports that 39 states have adopted a revised version of the law. This chapter deals with the revised Uniform Partnership Act (RUPA), as enacted in 1997, but as not all jurisdictions have accepted it, where RUPA makes substantial changes, the original 1914 UPA is also taken into account. NCCUSL, Uniform Law Commission, Acts: Partnership Act, www.nccusl.org/Act.aspx?title=Partnership%20Act. The following countries have taken over the RUPA: Alabama, Alaska, Arizona, Arkansas, California, Colorado, Delaware, District of Columbia, Florida, Hawaii, Idaho, Illinois, Iowa, Kansas, Kentucky, Maine, Minnesota, Mississippi, Montana, Nebraska, Nevada, New Jersey, New Mexico, North Dakota, Oklahoma, Oregon, Puerto Rico, South Dakota (essentially similar), Tennessee, Texas (essentially similar), Virgin USA, Virginia. Connecticut, West Virginia and Wyoming adopted the 1992 or 1994 version. Here are the states that did not accept RUPA (Louisiana did not accept UPA at all): Georgia, Indiana, Massachusetts, Michigan, Mississippi, New Hampshire, New York, North Carolina, Ohio, Pennsylvania, Rhode Island and Wisconsin. In its “prejudice” on the 1997 Act, the NCCUL states that “the revised law is, to a large extent, a series of “standard rules” that govern relationships between partners in situations they have not addressed in a partnership agreement. The main objective of RUPA is the small partnership, often informal. Larger partnerships generally have a partnership agreement that often addresses and amends many provisions of the Partnership Act.¬†University of Pennsylvania Law School, Biddle Law Library, “Uniform Partnership Act (1997), ” NCCUSL Archives, www.law.upenn.edu/bll/archives/ulc/fnact99/1990s/upa97fa.pdf.

Partnership is an old form of enterprise, and specific partnership laws date back to 2300 BC, when the Code of Hammurabi explicitly regulated partner relations. Partnership was an important element of Roman law and played an important role in the merchant, international trade law of the Middle Ages. Three of these points deserve special attention when creating a partnership. And note again that if the parties do not provide for this in their agreement, RUPA will do it for them as the norm. The District Court found that Loomis and Shanahan were doing business under a fictitious name, without filing a fictitious name certificate with the Elko County Clerk, as required by nrs 602.010.NRS 602.010 (1): “Any person, the district officer of each county in which the business is managed must present a certificate containing the information required by NRS 602.020. The District Court therefore found that under NRS 602.070, they were not prevented from bringing an action against Whitehead because they did not file a fictitious name certificate for 52 Cattle Company. NRS 602.070: “No legal action should be initiated or upheld by anyone… on or under a contract entered into under the accepted or fictitious name or on or on the means taken from the transaction held under that name or transaction, unless the certificate required by NRS 602.010 was filed before the action began.” A group partnership is simply a partnership in which two or more of the partners are partners themselves (see item 53.25 for the “real” position in partnership as a partner).

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