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Joint and several liability of partners

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Joint and several liability of partners

Joint and several liability of partners

The Court of Appeal held both partners in a limited partnership jointly and severally liable for the breach of fiduciary duty of one of the partners who had acted for a buyer and a seller on a property transaction.


The breach was that the defaulting partner received a commission from the buyer (as well as his share of a fee paid to the partnership in connection with the transaction). He resigned as a partner before the transaction completed but was still a partner when the heads of terms for the transaction were agreed. Despite the fact the innocent partner had acted reasonably and had neither authorised the defaulting partner's actions nor acted negligently, he could not be exonerated from liability because the actions of the partner in breach could be regarded as carried out by that partner whilst acting in the ordinary course of the partnership business.

The Northampton Regional Livestock Centre Company Ltd v Cowling and another [2015] EWCA Civ 651

For more information, contact Cathy Goodman.