Partnership Law

Partnership is defined by Section 3(1)of the Partnership Act 1961 as the relation which subsists between persons carrying on business in common with a view of profit. Partnership must be form more than two person. Section 3(2) excludes from statutory definition of partnership. The relation between member s of an company/association which is registered as a company under Companies Act,1965 or as a co-operative society under any written law relating to co-operative societies/formed or incorporated by or in pursuance of any other law having effect in Malaysia or any part thereof, or letters patent, Royal Charter or Act of the Parliament of the United Kingdom, is not a partnership within the meaning of this Act.

Canny Gabriel Castle Advertising Pty Ltd & Anor v Volume Sales (Finance) Pty Ltd (1974) 131 CLR 321. A company in Australia named Fourth Media Management Pty Ltd (“FM”) entered contracts with singers Cilla Black and Elton John for performances. Volume Sales (Finance) (“VS”) agreed to finance the contracts. FM and VS have made an agreement. The day after this agreement was made, FM granted an equitable charge over its undertaking and property which include its interest in the box office proceeds of the contracts to the appellant, Canny Gabriel Castle Jackson Advertising Pty Ltd. The conflict was whether VS’ interest would dominate over the later equitable charge. If the arrangement between FM and VS was a partnership, then VS would have a beneficial interest which would dominate over the charge. The High Court held that there was a partnership.

Their Honours noted at 327:

In summary, it seems to us that the contract exhibited all the appearances of a partnership except that it did not distinguish the parties