RSM225H1 Chapter Notes - Chapter 3: Limited Liability Partnership, Shoppers Drug Mart, Estoppel
Document Summary
General partnerships ( gpp ) - creation: (1) partnership act ( pp act ): Gpp arises automatically if 4 requirements met: (1) (2) 2 or more legal entities (e. g. individuals, corporations) carrying on a business. Typically ongoing business, not just isolated transaction(s) Active commercial enterprise (e. g. manufacturing, accounting practice), not passive investment/co-ownership. Passive investment/co-ownership: co-owning securities or property for investment income carrying on a business (3) jointly operating the same business together. Distinguished from co-marketing/promotion between separate businesses (e. g. shopper"s drug mart and swiss chalet each offering discount coupons for the other"s products) Distinguished from merely sharing premises or assets (e. g. several accountants sharing same office premises and photocopier/fax to reduce overhead cost) Distinguished from employer/employee relationship (4) to make and share profits. Sharing revenues and sharing costs (since profit = revenues minus costs) Sharing only revenues or costs does not qualify to create gpp (2)
