L.R.O. 1/2012
LAWS OF GUYANA
PARTNERSHIP ACT
CHAPTER 89:02
Act
20 of 1900
Amended by
28 of 1902
1 of 1903
6 of 1905
Current Authorised Pages
Pages
(inclusive)
Authorised
by L.R.O.
1 – 23 ... 1/2012
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Note
on
Subsidiary Legislation
This Chapter contains no subsidiary legislation
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CHAPTER 89:02
PARTNERSHIP ACT
ARRANGEMENT OF SECTIONS
SECTION
1. Short title.
2. Interpretation.
NATURE OF PARTNERSHIP
3. Definition of partnership.
4. Rules for determining existence of partnership.
5. Postponement of rights of persons lending or selling in
consideration of share of profits in case of insolvency.
6. Meaning of firm.
RELATIONS OF PARTNERS TO PERSONS DEALING WITH THEM
7. Power of partner to bind the firm.
8. Partners bound by acts on behalf of firm.
9. Partners using credit of firm for private purposes.
10. Effect of notice that firm will not be bound by acts of partner.
11. Liability of partners.
12. Liability of the firm for wrongs.
13. Misapplication of money or property received for or in custody of
the firm.
14. Liability for wrongs joint and several.
15. Improper employment of trust property for partnership purposes.
16. Persons liable by “holding out”.
17. Admissions and representations of partners.
18. Notice to acting partner to be notice to the firm.
19. Liabilities of incoming and outgoing partners.
20. Revocation of continuing guaranty by change in firm.
RELATIONS OF PARTNERS TO ONE ANOTHER
21. Variation by consent of terms of partnership.

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SECTION
22. Partnership property.
23. Property bought with partnership money.
24. Immovable property held as partnership property.
25. Procedure against partnership property for a partner’s separate
judgment debt.
26. Rules as to interests and duties of partners subject to special
agreement.
27. Expulsion of partner.
28. Retirement from partnership at will.
29. Where partnership for a term is continued over, continuance on old
terms presumed.
30. Duty of partners to render accounts.
31. Accountability of partners for private profits.
32. Duty of partner not to compete with firm.
33. Rights of assignee of share in partnership.
DISSOLUTION OF PARTNERSHIP AND ITS CONSEQUENCES
34. Dissolution by expiration or notice.
35. Dissolution by insolvency, death or charge.
36. Dissolution by illegality of partnership.
37. Dissolution by the Court.
38. Rights of persons dealing with firm against apparent members of
firm.
39. Rights of partners to notify dissolution.
40. Continuing authority of partners for purposes of winding up.
41. Rights of partners as to application of partnership property.
42. Apportionment of premium where partnership prematurely
dissolved.
43. Rights where partnership dissolved for fraud or
misrepresentation.
44. Rights of outgoing partner in certain cases to share profits made
after dissolution.
45. Retiring or deceased partner’s share to be a debt.
46. Rule for distribution of assets on final settlement of account
SUPPLEMENTAL
47. Operation of rules of equity and common law.
48. Application of Act.
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___________________
1929 Ed. CHAPTER 89:02 c. 83
1953 Ed. PARTNERSHIP ACT c. 325
20 of 1900 An Act to declare and amend the Law of Partnership.
[13TH JUNE, 1900]
Short title.

Interpretation.

Definition of
partnership.
1. This Act may be cited as the Partnership Act.
2. In this Act—
“business” includes every trade, occupation, or profession;
“the Court” means any judge of the High Court.
NATURE OF PARTNERSHIP
3. (1) Partnership is the relation which subsists
between persons carrying on a business in common with a
view of profit.

(2) But the relation between members of any
company or association which is—
(a) registered as a company under any
Act for the time being in force and
relating to the registration of joint
stock companies; or
(b) formed or incorporated by or in
pursuance of any other Act of
Parliament or any Order or Order in
Council of Guyana or of the United
Kingdom or any letters patent or
charter of the British Crown,
is not a partnership within the meaning of this Act.

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Rules for
determining
existence of
partnership.

4. In determining whether a partnership does or
does not exist, regard shall be had to the following rules:
(a) joint or common property, or part
ownership, does not of itself create
a partnership as to anything so
owned, whether the owners do or do
not share any profits made by the use
thereof;
(b) the sharing of gross returns does not
of itself create a partnership, whether
the persons sharing those returns
have or have not a joint or common
right or interest in any property from
which, or from the use of which, the
returns are derived;
(c) the receipt by a person of a share of
the profits of a business is prima facie
evidence that he is a partner in the
business, but the receipt of that share,
or of a payment contingent on or
varying with the profits of a
business, does not of itself make
him a partner in the business, and in
particular—
(i) the receipt by a person of a
debt or other liquidated
amount by instalments or
otherwise out of the accruing
profits of a business does not
of itself make him a partner in
the business or liable as a
partner;
(ii) a contract for the remuneration
of a servant or agent of a
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person engaged in a business
by a share of the profits of the
business does not of itself
make the servant or agent a
partner in the business or
liable as a partner;
(iii) a person being a widow or
child of a deceased partner and
receiving by way of annuity a
portion of the profits made in
the business in which the
deceased person was a partner
is not by reason only of that
receipt a partner in the
business or liable as a partner;
(iv) the advance of any money by
way of loan to a person
engaged, or about to engage,
in any business on a contract
with that person, that the
lender shall receive a rate of
interest varying with the
profits, or shall receive a share
of the profits arising from
carrying on the business, does
not of itself make the lender a
partner with the person or
persons carrying on the
business or liable as a partner:
Provided the contract is in writing and signed by or on
behalf of all the parties thereto;
(v) a person receiving by way of
annuity or otherwise a portion
of the profits of a business in
consideration of the sale by
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Postponement
of rights of
persons
lending or
selling in
consideration
of share of
profits in case
of insolvency.

Meaning of
firm.
Power of
partner to bind
the firm.
Partners bound
by acts on
behalf of firm.
him of the goodwill of the
business is not by reason only
of that receipt a partner in the
business or liable as a partner.
5. In the event of any person to whom money has
been advanced by way of loan upon such a contract as is
mentioned in the last foregoing section, or of any buyer of a
goodwill in consideration of a share of the profits of the
business, being adjudged an insolvent, entering into an
arrangement to pay his creditors less than one hundred cents
in the dollar or dying in insolvent circumstances, the lender
of the loan shall not be entitled to recover anything in respect
of his loan, and the seller of the goodwill shall not be entitled
to recover anything in respect of the share of profits
contracted for, until the claims of the other creditors of the
borrower or buyer for valuable consideration in money or
money’s worth have been satisfied.
6. Persons who have entered into partnership with
one another are, for the purposes of this Act, called
collectively a firm, and the name under which their business
is carried on is called the firm-name.
RELATIONS OF PARTNERS TO PERSONS DEALING
WITH THEM
7. Every partner is an agent of the firm and his other
partners for the purpose of the business of the partnership;
and the acts of every partner who does any act for carrying
on in the usual way business of the kind carried on by the
firm of which he is a member bind the firm and his partners,
unless the partner so acting has in fact no authority to act for
the firm in the particular matter, and the person with whom
he is dealing either knows that he has no authority, or does
not know or believe him to be a partner.

8. An act or instrument relating to the business of the
firm, and done or executed in the firm-name, or in any other
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Partners using
credit of firm
for private
purposes.

Effect of notice
that firm will
not be bound
by acts of
partner.

Liability of
partners.

Liability of the
firm for
wrongs.


Misapplication
of money or
property
manner showing an intention to bind the firm, by any person
thereto authorised, whether a partner or not, is binding on
the firm and all the partners:
Provided that this section shall not affect any general
rule of law relating to the execution of transports, or transfers
or mortgages of immovable property in Guyana, or
negotiable instruments.
9. Where one partner pledges the credit of the firm
for a purpose apparently not connected with the firm’s
ordinary course of business, the firm is not bound unless he
is in fact specially authorised by the other partners; but this
section does not affect any personal liability incurred by an
individual partner.
10. If it has been agreed between the partners that
any restriction shall be placed on the power of any one or
more of them to bind the firm, no act done in contravention
of the agreement is binding on the firm with respect to
persons having notice of the agreement.
11. Every partner in a firm is liable jointly and
severally with the other partners for all debts and obligations
of the firm incurred while he is a partner, and after his death
his estate is also severally liable in due course of
administration for those debts and obligations, so far as they
remain unsatisfied, but subject to the prior payment of his
separate debts.
12. Where by any wrongful act or omission of any
partner acting in the ordinary course of the business of the
firm, or with the authority of his co-partners, loss or injury is
caused to any person not being a partner in the firm or any
penalty is incurred, the firm is liable therefor to the same
extent as the partner so acting or omitting to act.
13. In the following cases, namely—

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received for or
in custody of
the firm.

Liability for
wrongs joint
and several.
Improper
employment of
trust property
for partnership
purposes.


Persons liable
by “holding
out”.
(a) where one partner acting within
the scope of his apparent authority
receives the money or property of a
third person and misapplies it; and
(b) where a firm in the course of its
business receives money or property
of a third person, and the money or
property so received is misapplied by
one or more of the partners while it is
in the custody of the firm,
the firm is liable to make good the loss.

14. Every partner is liable jointly with his co-
partners, and also severally, for everything for which the
firm, while he is a partner therein, becomes liable under
either of the last two preceding sections.
15. If a partner, being a trustee, improperly employs
trust property in the business or on the account of the
partnership, no other partner is liable for the trust property
to the persons beneficially interested therein:
Provided that:
(a) this section shall not affect any
liability incurred by any partner by
reason of his having notice of a
breach of trust; and
(b) nothing in this section shall prevent
trust money from being followed and
recovered from the firm if still in its
possession or under its control.
16. (1)Everyone who by word spoken or written, or
by conduct, represents himself, or who knowingly
suffers himself to be represented, as a partner in a
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Admissions
and representa-
tions of
partners.
Notice to
acting partner
to be notice to
the firm.
Liabilities of
incoming and
outgoing
partners.
particular firm, is liable as a partner to anyone who has on
the faith of the representation given credit to the firm,
whether the representation has or has not been made or
communicated to the person so giving credit by or with the
knowledge of the apparent partner making the
representation or suffering it to be made.
(2) Where after a partner’s death the partnership
business is continued in the old firm-name, the continued use
of that name or of the deceased partner’s name as part
thereof shall not of itself make his heir or executor, estate or
effects liable for any partnership debts contracted after his
death.

17. An admission or representation made by
any partner concerning the partnership affairs, and in the
ordinary course of its business, is evidence against the firm.
18. Notice to any partner who habitually acts in the
partnership business of any matter relating to partnership
affairs operates as notice to the firm, except in the case of a
fraud on the firm committed by or with the consent of that
partner.
19. (1) A person who is admitted as a partner into an
existing firm does not thereby become liable to the creditors
of the firm for anything done before he became a partner.
(2) A partner who retires from a firm does not
thereby cease to be liable for partnership debts or
obligations incurred before his retirement.
(3) A retiring partner may be discharged from
any existing liabilities by an agreement to that effect between
himself and the members of the firm as newly constituted
and the creditors, and the agreement may be either express
or inferred as a fact from the course of dealing between the
creditors and the firm as newly constituted.

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Revocation of
continuing
guaranty by
change in firm.


Variation by
consent of
terms of
partnership.

Partnership
property.
Property
bought with
partnership
money.
20. A continuing guaranty or cautionary obligation
given either to a firm or to a third person in respect of the
transactions of a firm is, in the absence of agreement to the
contrary, revoked as to future, transactions by any change
in the constitution of the firm to which, or of the firm in
respect of the transactions of which, the guaranty or
obligation was given.
RELATIONS OF PARTNERS TO ONE ANOTHER
21. The mutual rights and duties of partners whether
ascertained by agreement or defined by this Act, may be
varied by the consent of all the partners, and the consent may
be either express or inferred from a course of dealing.

22. (1) All property and rights and interests in
property originally brought into the partnership stock or
acquired, whether by purchase or otherwise, on account of
the firm or for the purposes and in the course of the
partnership business, are called in this Act partnership
property, and must be held and applied by the partners
exclusively for the purposes of the partnership and in
accordance with the partnership agreement.
(2) Where co-owners of any immovable
property, or any interest therein, not being itself partnership
property are partners as to profits made by the use of that
immovable property, and purchase other immovable
property out of the profits to be used in like manner, the
immovable property so purchased belongs to them in the
absence of an agreement to the contrary, not as partners but
as co-owners for the same respective interests as are held
by them in the immovable property first mentioned at the
date of the purchase.
23. Unless the contrary intention appears, property
bought with money belonging to the firm is deemed to have
been bought on account of the firm.

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Immovable
property held
as partnership
property.
Procedure
against
partnership
property for a
partner’s
separate
judgment debt.


Rules as to
interests and
duties of
partners
subject to
special
agreement.

24. Where any immovable property has become
partnership property, it shall, unless the contrary intention
appears, be treated as between the partners (including the
representatives of a deceased partner) as movable property.
25. (1) After the commencement of this Act execution
shall not issue against any partnership property except on a
judgment against the firm.
(2) The Court, or a judge thereof, may on the
application of any judgment creditor of a partner, make an
order charging that partner’s interest in the partnership
property and profits with payment of the amount of the
judgment debt and interest thereon, and may by the same or
a subsequent order appoint a receiver of that partner’s share
of profits, (whether already declared or accruing), and of
any other money coming to him in respect of the
partnership, and direct all accounts and inquiries and give all
other orders and directions which might have been directed
or given if the charge had been made in favour of the
judgment creditor by the partner, or which the
circumstances of the case require.
(3) The other partner or partners shall be at liberty
at any time to redeem the interest charged or, in case of a sale
being directed, to purchase it.

26. The interests of partners in the partnership
property and their rights and duties in relation to the
partnership shall be determined, subject to any agreement
expressed or implied between the partners, by the following
rules:
(a) all the partners are entitled to share
equally in the capital and profits of
the business and must contribute
equally towards the losses whether
of capital or otherwise sustained by
the firm;
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(b) the firm must indemnify every
partner in respect of payments made
and personal liabilities incurred by
him—
(i) in the ordinary and proper
conduct of the business of the
firm; or
(ii) in or about anything
necessarily done for the
preservation of the business or
property of the firm;
(c) a partner making, for the purpose of
the partnership, any actual payment
or advance beyond the amount of
capital which he has agreed to
subscribe is entitled to interest at the
rate of six per cent per annum from
the date of the payment or advance;
(d) a partner is not entitled before the
ascertainment of profits to interest on
the capital subscribed by him;
(e) every partner may take part in the
management of the partnership
business;
(f) no partner shall be entitled to
remuneration for acting in the
partnership business;
(g) no person may be introduced as a
partner without the consent of all
existing partners;
(h) any difference arising as to ordinary
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Expulsion of
partner.
Retirement
from partner-
ship at will.
Where
partnership for
a term is
continued over,
continuance on
old terms
presumed.
matters connected with the
partnership business may be decided
by a majority of the partners, but no
change may be made in the nature of
the partnership without the consent
of all existing partners;
(i) the partnership books are to be kept
at the place of business of the
partnership (or the principal place, if
there is more than one), and every
partner may, when he thinks fit, have
access to and inspect and copy any of
them.

27. No majority of the partners can expel any partner
unless a power to do so has been conferred by express
agreement between the partner partners.
28. (1) Where no fixed term has been agreed upon for
the duration of the partnership, any partner may determine
the partnership at any time on giving notice of his intention
to do so to all the other partners.
(2) Where the partnership has originally been
constituted by an agreement in writing, a notice in writing
signed by the partner giving it shall be sufficient for this
purpose.
29. (l) Where a partnership entered into for a
fixed term is continued after the term has expired and
without any express new agreement, the rights and duties of
the partners remain the same as they were at the expiration
of the term, so far as is consistent with the incidents of a
partnership at will.
(2) A continuance of the business by the partners
or those of them who habitually acted therein during the
term without any settlement or liquidation of the
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Duty of
partners to
render
accounts.
Accountability
of partners for
private profits.
Duty of partner
not to compete
with firm.

Rights of
assignee of
share in
partnership.

partnership affairs is presumed to be a continuance of the
partnership.
30. Partners are bound to render true accounts and
full information of all things affecting the partnership to any
partner or his legal representatives.

31. (1) Every partner must account to the firm for
any benefit derived by him without the consent of the other
partners from any transaction concerning the partnership, or
from any use by him of the partnership property, name, or
business connection.
(2) This section applies also to transactions
undertaken after a partnership has been dissolved by the
death of a partner, and before the affairs thereof have been
completely wound up, either by any surviving partner or
by the representatives of the deceased partner.
32. If a partner, without the consent of the other
partners, carries on any business of the same nature as, and
competing with, that of the firm, he must account for and
pay over to the firm all profits made by him in that business.
33. (1) An assignment by any partner of his share in
the partnership, either absolute or by way of mortgage or
redeemable charge, does not, as against the other partners,
entitle the assignee during the continuance of the
partnership to interfere in the management or administration
of the partnership business or affairs, or to require any
accounts of the partnership transactions, or to inspect the
partnership books, but entitles the assignee only to receive
the share of profits to which the assigning partner would
otherwise be entitled, and the assignee must accept the
account of profits agreed to by the partners.
(2) In case of a dissolution of the partnership,
whether as respects all the partners or as respects the
assigning partner, the assignee is entitled to receive the
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Dissolution by
expiration or
notice.

Dissolution by
insolvency,
death or
charge.


Dissolution by
illegality of
partnership.
share of the partnership assets to which the assigning partner
is entitled as between himself and the other partners, and, for
the purpose of ascertaining that share, to an account as from
the date of the dissolution.
DISSOLUTION OF PARTNERSHIP AND ITS
CONSEQUENCES
34. Subject to any agreement between the partners, a
partnership is dissolved—
(a) if entered into for a fixed term, by the
expiration of that term;
(b) if entered into for a single adventure
or undertaking, by the termination of
that adventure or undertaking;
(c) if entered into for an undefined time,
by any partner giving notice to the
other or others of his intention to
dissolve the partnership;
and in the last mentioned case the partnership is dissolved as
from the date mentioned in the notice as the date of
dissolution, or, if no date is so mentioned, as from the date of
the communication of the notice.

35. (1) Subject to any agreement between the
partners, every partnership is dissolved as regards all the
partners by the death or insolvency of any partner.
(2) A partnership may, at the option of the other
partners, be dissolved if any partner suffers his share of the
partnership property to be charged under this Act for his
separate debt.
36. A partnership is in every case dissolved by the
happening of any event which makes it unlawful for the
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Dissolution by
the Court.

business of the firm to be carried on or for the members of
the firm to carry it on in partnership.
37. On the application by a partner the Court
may order a dissolution of the partnership in any of the
following cases:
(a) when a partner has been duly
admitted as a person of unsound
mind into a mental hospital, or is
shown to the satisfaction of the Court
to be of permanently unsound mind,
in either of which cases the
application may be made as well on
behalf of that partner by his
committee or any person having title
to intervene as by any other partner;
(b) when a partner, other than the
partner suing, becomes in any other
way permanently incapable of
performing his part of the
partnership contract;
(c) when a partner, other than the
partner suing, has been guilty of
conduct which, in the opinion of the
Court, regard being had to the nature
of the business, is calculated to affect
prejudicially the carrying on of the
business;
(d) when a partner, other than the
partner suing, wilfully or persistently
commits a breach of the partnership
agreement, or otherwise so conducts
himself in matters relating to the
partnership business that it is not
reasonably practicable for the other
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Rights of
persons
dealing with
firm against
apparent
members of
firm.


Rights of
partners to
notify
dissolution.

Continuing
authority of
partners for
purposes of
winding up.

partner or partners to carry on the
business in partnership with him;
(e) when the business of the partnership
can only be carried on at a loss;
(f) whenever in any case circumstances
have arisen which, in the opinion of
the Court, render it just and equitable
that the partnership be dissolved.
38. (1) Where a person deals with a firm after a
change in its constitution, he is entitled to treat all apparent
members of the old firm as still being members of the firm
until he has notice of the change.
(2) An advertisement in the Gazette shall be
notice as to persons who had not dealings with the firm
before the date of the dissolution or change so advertised.
(3) The estate of a partner who dies, or who
becomes insolvent, or of a partner who, not having been
known to the person dealing with the firm to be a partner,
retires from the firm, is not liable for partnership debts
contracted after the date of the death, insolvency, or
retirement respectively.
39. On the dissolution of a partnership, or retirement
of a partner, any partner may publicly notify the dissolution
or retirement, and may require the other partner or partners
to concur for that purpose in all necessary or proper acts (if
any) which cannot be done without his or their concurrence.
40. After the dissolution of a partnership the
authority of each partner to bind the firm, and the other
rights and obligations of the partners, continue
notwithstanding the dissolution, so far as may be necessary
to wind up the affairs of the partnership and to complete
transactions begun but unfinished at the time of the
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Rights of
partners as to
application of
partnership
property.
Apportionment
of premium
where
partnership
prematurely
dissolved.

dissolution, but not otherwise:

Provided that the firm is in no case bound by the acts of
a partner who has become insolvent; but this proviso does
not affect the liability of any person who has after the
insolvency represented himself or knowingly suffered
himself to be represented as a partner of the insolvent.

41. On the dissolution of a partnership, every partner
is entitled, as against the other partners in the firm, and all
persons claiming through them in respect of their interests as
partners, to have the property of the partnership applied in
payment of the debts and liabilities of the firm, and to have
the surplus assets after that payment applied in payment of
what may be due to the partners respectively after deducting
what may be due from them as partners to the firm; and for
that purpose any partner or his representatives may, on
the termination of the partnership, apply to the Court to
wind up the business and affairs of the firm.
42. Where one partner has paid a premium to
another on entering into a partnership for a fixed term and
the partnership is dissolved before the expiration of that
term otherwise than by the death of a partner, the Court may
order the repayment of the premium, or of any part thereof it
thinks just, having regard to the terms of the partnership
contract and to the length of time during which the
partnership has continued; unless –
(a) the dissolution is, in the judgment of
the Court, wholly or chiefly due to
the misconduct of the partner who
paid the premium; or
(b) the partnership has been dissolved
by an agreement containing no
provision for a return of any part of
the premium.

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Rights where
partnership
dissolved for
fraud or mis-
representation.

Rights of out-
going partner
in certain cases
to share profits
made after
dissolution.
43. Where a partnership contract is rescinded on the
ground of the fraud or misrepresentation of one of the
parties thereto, the party entitled to rescind, is without
prejudice to any other right, entitled—
(a) to a lien on, or right of retention of,
the surplus of the partnership assets,
after satisfying the partnership
liabilities, for any sum of money paid
by him for the purchase of a share in
the partnership and for any capital
contributed by him; and
(b) to stand in the place of the creditors
of the firm for any payments made
by him in respect of the
partnership liabilities; and
(c) to be indemnified by the person
guilty of the fraud, or making the
representation, against all the
debts and liabilities of the firm.
44. Where any member of a firm has died or
otherwise ceased to be a partner, and the surviving or
continuing partners carry on the business of the firm
with its capital or assets without any final settlement of
accounts as between the firm and the outgoing partner or his
estate, then, in the absence of any agreement to the contrary,
the outgoing partner or his estate is entitled, at the option of
himself or his representatives, to that share of the profits
made since the dissolution which the Court may find to be
attributable to the use of his share of the partnership assets,
or to interest at the rate of six per cent per annum on the
amount of his share of the partnership assets:
Provided that, where by the partnership contract an
option is given to surviving or continuing partners to
purchase the interest of a deceased or outgoing partner,
LAWS OF GUYANA
22 Cap. 89:02 Partnership
L.R.O. 1/2012

Retiring or
deceased
partner’s share
to be a debt.

Rule for
distribution of
assets on final
settlement of
accounts.
and that option is duly exercised, the estate of the deceased
partner, or the outgoing partner or his estate, as the case may
be, is not entitled to any further or other share of profits; but
if any partner assuming to act in exercise of the option does
not in all material respects comply with the terms thereof, he
is liable to account under the foregoing provisions of this
section.
45. Subject to any agreement between the partners,
the amount due from surviving or continuing partners to an
outgoing partner or the representatives of a deceased partner
in respect of the outgoing or deceased partner’s share, is a
debt accruing at the date of the dissolution or death.
46. In settling accounts between the partners after a
dissolution of partnership, the following rules shall, subject
to any agreement, be observed, that is to say—

(a) losses, including losses and
deficiencies of capital, shall be paid
first out of profits, next out of capital,
and lastly, if necessary, by the
partners individually in the
proportion in which they were
entitled to share profits;
(b) the assets of the firm, including the
sums, if any, contributed by the
partners to make up losses or
deficiencies of capital, shall be
applied in the following manner and
order—
(i) in paying the debts and
liabilities of the firm to persons
who are not partners therein;
(ii) in paying to each partner
LAWS OF GUYANA
Partnership Cap. 89:02 23
L.R.O. 1/2012

Operation of
rules of equity
and common
law.

Application of
Act.
rateably what is due from the
firm to him for advances as
distinguished from capital;
(iii) in paying to each partner
rateably what is due from the
firm to him in respect of
capital;
(iv) the ultimate residue (if any)
shall be divided among the
partners in the proportion in
which profits are divisible.
SUPPLEMENTAL

47. Subject to this Act, and of any other written law
for the time being in force, the rules of equity and common
law applied by the Chancery Division of the High Court of
Justice in England in cases relating to partnership shall be in
force and apply to cases in Guyana.
48. (1) This Act shall, subject to the provisions of any
written partnership agreement, apply to all partnerships
formed after its commencement, and if the members of any
partnership formed before its commencement signify by any
written document, recorded in the deeds registry, their desire
that it should so apply, shall also apply to that partnership
as if that partnership had been formed after its
commencement.
(2) This section shall not apply to the provisions of
section 25.
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