Insights & News

Limited partnerships: litigation following dissolution and winding up

30 November 2023

A decision has been taken to wind up a limited partnership - that heralds the end for all concerned… or does it? Can a cause of action which accrued pre-dissolution be litigated by the general partner post-dissolution following the apparent winding up of the limited partnership? The High Court (at least on an interim basis) has said, yes.

Innocent partners may not be liable for losses caused by the fraudulent conduct of rogue partners

28 July 2021

In July 2021 the Court of Appeal held that innocent partners in a firm of solicitors are not always liable to former clients of the firm for losses caused by the acts of a fraudulent partner[i].

Any member of an LLP may be subject to a Disqualification Order – not just those on the Management Committee

06 April 2021

Pursuant to the Company Directors Disqualification Act 1986 (CDDA) the court may, in certain circumstances, make a ‘Disqualification Order’ preventing an individual from being a company director for a period of up to 15 years.

A Deed of Retirement doesn’t always protect a retiring partner

09 June 2020

It’s not unreasonable to think that if a partner retires from a limited liability partnership (“LLP”) under the terms of a Deed of Retirement which contains a waiver and release clause, that partner will not be subjected to claims for any liabilities to the LLP.

Deferring tax to January 2021 – a word of warning to management teams and partners

05 May 2020

In seeking to survive the coronavirus lockdown, partners and management teams at many professional services firms will have welcomed the package of support provided by the UK Government, including the proposal that on account tax payments due by 31 July 2020 may be deferred until 31 January 2021.

Expansion of HMRC’s “Time to Pay” Arrangements during the Covid-19 Outbreak

27 March 2020

Due to the immediate and stark effect that the Covid-19 outbreak is having on a lot of businesses, the Government has reminded everyone that it often reaches arrangements with businesses in financial distress for deferred payment of their tax liabilities. While this facility is not new, the Government expects the demands on the service to increase dramatically and is therefore scaling up its capacity to deal with new enquiries.

Supreme Court decision on professional negligence and loss of chance: Perry v Raleys Solicitors

21 February 2019

The Supreme Court has upheld the appeal of a firm of solicitors defending a professional negligence claim and helpfully reiterated well-established principles about the approach the court must take when considering the issue of causation in loss of chance cases. The decision clarifies what has to be proved in cases where the question for the court depends on what: (a) the claimant would have done (which the claimant must prove to the usual standard ‘on the balance of probabilities’); compared with (b) what others would have done (which are better assessed on a loss of chance basis).

Two wrongs don’t make a right: Court of Appeal decides illegality is no defence to professional negligence claim

16 October 2018

For public policy reasons, the Court of Appeal has held that the defence of illegality was not available to a firm of solicitors that failed to register a property transfer to a client involved in mortgage fraud. The court decided that there was no risk that enforcing the client’s negligence claim would undermine the integrity of the justice system and she was entitled to damages, in spite of the fraud.

Proposed disclosure rules for non-UK entities owning property or bidding for Government contracts

12 April 2017

The UK Government proposes new rules requiring non-UK entities that already own, or intend to acquire, UK real estate, or that wish to bid for UK central Government contracts, to be required to disclose information about the beneficial owners of the entity.

Dating apps get even more interesting

17 February 2017

A Scottish court has recently refused to find that a legal partnership existed between two former friends and Mr Elliott in relation to a business arrangement to develop and exploit a couple of online dating apps. The court held that, without a contract, there was no partnership and Mr Elliott was not obliged to share the profits from the venture with the friends.

Partners profit share can be forfeited for breach of duty

30 November 2016

The High Court has recently ruled that a partner or LLP member, who commits a breach of fiduciary duty, may forfeit any part of his profit share which constitutes remuneration.

OFR: the first stumbling block?

11 April 2012

In Fergus Payne and Clive Greenwood's article for the Law Society Gazette they see where are we after six months of operating under outcomes-focused regulation (OFR).