Detailed Review and Analysis of the Legal Situation Considering Paslay, Bryan and Brooks, Barristers and Solicitors

| The partners are jointly and severally liable for business debts and obligations. The partners are held personally responsible for the business and may be sued personally for liability. Partners’ personal assets are subject to lawsuit(s) made against the business. Lack of continuity; death of a partner may end the partnership/business if a buy/sell agreement is not in place. Disagreements may be difficult to resolve.

As a hybrid of partnerships and corporations, LLC’s provide limited liability for debts and flexibility to be taxed as a partnership or corporation (Staring and Naming a Business Presentation, 2012, Slide 5). Some specific advantages include being empowered authorities in the management of the business, diversity of members, limited liability, pass-through taxation, and less paperwork (appreciated by many). A drawback of this business structure is the need for a tailored operating agreement that specifies the specific needs of the

Many believe that liability is a biggest issue in a general partnership than in a sole proprietorship. The owners of the company are still fully liable for any debts the company may accrue as well as the liability for any lawsuits that may be brought against the company. However, the bigger issue in a partnership is that now each partner can be liable for the other partner’s actions. If one partner is sued for malpractice, the other partner may suffer because of it.

When it comes to partnerships Alex, Bill, Carl, and Devon will have two options- a general partnership or a limited partnership. Partnerships are beginning to be a business form of the past. Once upon a time, partnerships were “the default form of business and provided the benefit of pass-through taxation, but lacked the important feature of limited liability” (Chrisman, 2010, p. 465). In a general partnership, each partner associated with the entity will be held liable for their own business decisions as well as

Is a limited partnership treated as a separate entity for all purposes? If not, give an example of an instance in which a limited partnership is treated as an aggregate of its partners.

Case Comment: John Michael Malins v Solicitors Regulation Authority [2017] EWHC 835 (Admin) 2017 WL 01339062

A limited liability company protects each partner from personal liability for certain obligations of the company. An important difference from other partnerships is that each partner is liable for the debts and obligations of the partners. With limited liability Company, each state has its own laws governing partners for these vessels. Some states allow only certain professions, such as lawyers and accountants to form LLP. Some states only provide protection from liability for negligence claims, leaving personally responsible for other types of requests partner. For tax purposes, profits are divided equally between the partners and the partnership is not taxed separately.

Beach J discussed the meaning of Attorney Rules 15 – see [84]. He criticised it as unclear, it seeming to deal only with conflict between duty & interest, not duty & duty.

32. In a partnership, a(n) __________ partner (owner) actively manages the company and has unlimited liability for claims against the firm.

Liability- The general partner would be liable for all unlimited responsibility on all tasks and debt, while the limited partner will not loss more than their investment.

LIABILITY – The general partner has unlimited liability, while the limited partner is typically liable for the investment that he contributes.

It was decided that if the “representor gave information-or advice which was negligent he would be liable for any pecuniary or personal damage-caused”5. However the appeal was dismissed due to the fact that with “the absence of a contract or fiduciary relationship” the defendant that used a disclaimer would owe no duty of care.6 The case was significant in that claims on negligent misstatement could work if; there is a special affiliation among parties, the information provided by a party has a voluntary assumed risk, the plaintiff has to deem the information reliable, and finally the reliability of the information must be applicable. 

professionals. The formation of an LLP as a newly established business is very similar to the creation of

Material Facts: In Legal Practitioners Conduct Board v Clisby [2012] SASCFC 43 (‘Clisby’) the defendant was charged with several counts of unprofessional misconduct by the Legal Practitioners Conduct Board. The board applied for an order to remove the practitioner’s name off the roll of legal practitioners. The misconduct in question occurred between 18 December 2001 and 13 February 2004 concerning 12 clients. The clients were deemed ‘vulnerable’ as they did not speak English and were not completely advised on the outcomes of the proceedings.

Limited liability partnership (LLP): Owners are not liable for debts, obligations or other liabilities of the partnership which are a direct result of negligence, wrong acts or malpractice of an agent, employee or partner of this partnership (Bhattacharyya. A.K., 2011, p.5). However, a partner will still be liable for negligence, wrong acts or malpractice conducted by an agent, employee or partner who is under his / her direct supervision.