Three Problems (and Two Solutions) in the Law of Partnership Formation
31 Pages Posted: 6 Apr 2016 Last revised: 26 Jul 2016
Date Written: April 5, 2016
This Article considers several foundational questions concerning the formation of general partnerships, a topic that has received little modern attention and that is governed largely by classical axioms rather than adaptive modern considerations. Its three main topics concern (1) the timing of partnership formation, (2) the aggregation of multiple distinct questions under the single heading of “partnership formation,” and (3) the rarely challenged proposition that general partners ought to be liable for partnership obligations, a doctrine that is surprisingly at odds with the rest of modern business-entity law.
Keywords: partnership formation, partnership, general partnership, vicarious liability
JEL Classification: K20
Suggested Citation: Suggested Citation