Page 185 - DMGT407Corporate and Business Laws

Corporate and Business Laws

Notes If a person required executing an LLC agreement or amendment thereof fails or refuses to do so,
any other person who is adversely affected by the failure or refusal may apply to the Court to
direct the execution of the LLC agreement or amendment thereof. If the Court finds in respect of
subsection (1) that the LLC agreement or amendment thereof should be executed and that any
person required to execute the LLC agreement or amendment thereof has failed or refused to do
so, it shall make an order granting appropriate relief.

Task Analyse the ways in which mergers and acquisitions affects the limited liability
companies.

Self Assessment

Fill in the blanks:
17. One or more persons may form an LLC by signing …………….of formation in prescribed
form and filing them with the Registrar.

18. A LLC is formed on the date specified in the ………………………….issued by the Registrar
under subsection (6).

6.10 Summary

A partnership is defined as the relationship between persons who have agreed to share
profits of a business carried on by all, or by any of them acting for all.
A partnership firm may be registered at any time by post, or delivering to the Registrar of
Firms of the area in which any place of business of the firm is situated or proposed to be
situated but the Registration of Firms is Optional.

Persons, who have entered into partnership with one another are called individually
‘partners’ and collectively a ‘firm’ and the name under which their business is carried on
is called the ‘firm name’

A written agreement between the partners which covers the various clauses is called
Partnership deed. The partnership deed is required to be stamped according to the provisions
of the Stamp Act, 1899.
The relation of the partners of a firm to one another arises through an agreement between
them. Such an agreement may be express or may be implied from the course of dealings
between them.
An outgoing partner means a partner who has retired from a firm. The firm is reconstituted
by the remaining partners.

The dissolution of partnership between all partners of a firm is called dissolution of the
firm but if the dissolution of partnership is not between all the partners, it would not
amount to dissolution of firm, it is called dissolution of partnership.

In case of company limited by shares, the liability of the members is limited to the
nominal value of shares held by them.
Fully paid shares leads to nil liability.

LLC is only for the limited liability but not for the unlimited liability

178 LOVELY PROFESSIONAL UNIVERSITY