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    PracticeACCAACCA LW — Corporate and Business Law Practice Exam 5Question 11
    Medium2 marksMultiple Choice
    The formation and constitution of business organisationsSyllabus DBusiness OrganisationsPartnershipsLiability

    ACCA · Question 11 · The formation and constitution of business organisations

    Section A

    Three individuals form a traditional general partnership to run a veterinary clinic. One partner, David, retires. The remaining two partners continue the business. Six months later, a supplier sues the partnership for an unpaid invoice relating to goods ordered while David was still a partner. What is David's liability regarding this debt?

    Answer options:

    A.

    David has no liability because he is no longer a partner.

    B.

    David remains jointly liable for the debt because it was incurred before his retirement.

    C.

    David is only liable if the remaining partners become insolvent.

    D.

    David is severally liable for one-third of the debt.

    How to approach this question

    Recall the rules on partner liability upon retirement under the Partnership Act 1890.

    Full Answer

    B.David remains jointly liable for the debt because it was incurred before his retirement.✓ Correct
    Under s.17 of the Partnership Act 1890, a partner who retires from a firm does not thereby cease to be liable for partnership debts or obligations incurred before their retirement. They can only be discharged by an agreement (novation) between themselves, the new firm, and the creditors.

    Common mistakes

    Assuming that leaving a business automatically severs all past liabilities.
    Question 10All questionsQuestion 12

    Practice the full ACCA LW — Corporate and Business Law Practice Exam 5

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