Legal Question in Business Law in California

Partnership Law

In California, if a business has entered into an oral partnership agreement and there is no written partnership agreement, is the Uniform Partnership Law applicable or is there any other law which would dictate how the partnership must operate legally?

Asked on 10/22/02, 2:16 pm

2 Answers from Attorneys

Bryan Whipple Bryan R. R. Whipple, Attorney at Law

Re: Partnership Law

The Uniform Partnership Act of 1994 will apply to all California general partnerships formed on or after 1/1/1999 and certain earlier partnerships.

The Act is codified in the Corporations Code, sections 16100 et seq.

A partnership subject to the Act is formed (with minor exceptions) whenever two or more persons associate to carry on as coowners a business for profit, whether or not they intended a partnership to result. See section 16202, which also provides rules for determining whether a partnership is formed.

In some cases, a partnership can be found from the conduct of the parties even though NO agreement was made, either written or oral.

The Act is not the only body of law applicable to partnerships. "Unless displaced by particular provisions of this chapter, the principles of law and equity supplement this chapter." Act, section 16104. Thus, courts may also refer to the general principles of partnership law developed by historical decisions to the extent they do not conflict with the Act.

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Answered on 10/22/02, 2:34 pm
Mitchell Roth MW Roth, Professional Law Corporation

Re: Partnership Law

The Uniform Partnership Law governs, but there may well be other bodies of law which require compliance and effect the partnership business.

A business should receive a regular legal check-up much like a patient receives a medical check-up. Prevention is always cheaper and less stressful than treatment of a problem after it occurs.

I hope this helps. Let us know if we can be of further service to you and your partner.

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Answered on 10/22/02, 3:10 pm

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