Uk "contract law" "forced contract

Classified in Law & Jurisprudence

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.No partner may contradict or hinder the action of the sole manager partner. The management has been entrusted as an express condition of the partnership contract, and such manager may not be removed from his position. If he misuses his powers and his management were to cause damage to the corporate assets, the remaining partners may: a) appointing a co-manager from among them or b) bringing a claim form rescission of the sole manager’s contract before the courts -Management can be entrusted to one or more persons who are not partners and the manager can delegate to third parties who are not partners -All the partners are entitled to take part in the management and running of common business- the veto vote - -At the same time, when the management is entrusted to several partners jointly, those included shall agree to each contract or operation of interest to the partnership requiring the unanimous consent of all managing partners in the same sense as the civil rule C) Obligation to “not to compete” - General partners have an obligation not to compete with the partnership by dealing in the same type of trade. - Statutes consider two different situations: - on one hand, if the partnership has no specific type of trade, the partner must request the authorization of the other partners, although they must grant such authorization unless it is proven that such competition will cause effective and manifest prejudice to the partnership. Any partner who infringes this provision must contribute any profits he has made to partnership assets despite any personal losses he shall bear - on the other hand, if the partnership deals in a particular type of trade, unless otherwise stipulated by a special agreement to the contrary, partners may engage in an activity provided this does not belong to the kind of business performed by the company they are partners of. - There is a stronger incompatibility status in relation to service or working partners. - They may not participate in any negotiations, unless expressly authorized to do so by the other partners. If this provision is violated, services partners may be excluded from the profits obtained from such negotiations D) The obligation to share profits and bear losses. - General partners have the rights to share in profits and the distribution of assets upon dissolution. - Because the principle of freedom of contract prevails in internal relations between partners, the law reserves them the power to regulate the distribution of assets in the partnership agreement and, if no provision concerning distribution is made, prevail the rule of name in statutes. - The law states that each partner has the right to share in profits “pro-rata” to the share of (his) interest in the partnership. - Interest is understood to mean his initial contribution, subsequent contributions and his share in compensating losses. General partners must also bear losses as provided for in the partnership agreement or, if not so provided, in proportion to their stake in the partnership,. General partners also have the obligation not to withdraw from the partnership assets any amounts exceeding those alloied to each partner for his expenses E) The obligation to make compensation - All partners shall be liable for willful or negligent acts in the terms provided for in statutes - Accordingly, general partners must compensate the partnership for damages caused by malice, abuse of power or gross negligence. - The law states that damage arising to the corporate interests due to malice, ultra vires acts or gross negligence by one of the partners shall be considered as giving rise to the obligation to compensate it, if the other partners so require, provided it cannot be deduced from some act of approval or ratification, whether specific or implicit, of the event on which the claim is to be based 

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