i) Issues in the Partnership Scenario:
The question has to do with the legal requirements for the incorporation of a private partnership pursuant to the provisions of the Incorporated Private Partnership Act, 1962 (Act 152).

Section 1(1) of Act 152, provides as follows:
“Partnership means the association of two or more individuals carrying on a business jointly for the purpose of making a profit.”

Issues arising from the case:

• It should be noted that the membership of the partnership should not be more than twenty (20) persons.
• In the facts of the instant case, the number of persons is more than twenty (20) as required by the law.
• There is no firm name because they referred to it only as Partnership.
• The individuals neither stated any registered address nor the nature of the business of the so-called Partnership.
• There is no statement on the amount and percentage of contribution of each partner to the capital of the firm.
• There is nothing on the admission to the partnership and exit from the Partnership.
• There is no statement on the management and administration of the firm.
• The so-called Partnership Agreement or Deed of Partnership did not contain provisions that are required by law.

(Any 2 points @ 2 marks each = 4 marks)

ii) Requirements for Partnership Establishment under Act 152:
The requirements of registration pursuant to Section 3(1) of Act 152 are as follows:

• The firm name of the Partnership.
• The general nature of the business.
• Address, which includes an electronic address, and Post Office box number of:
  • The principal place of the Partnership, and
  • Any other places in the Republic of which the jurisdiction is carried on.
• The names and former residential address and business occupation of the partners.
• The date of commencement of business.
• Particulars of changes on Partnership assets or a statement that there are no charges.

(6 marks)