Limited Liability Partnerships Act 2005 - Singapore Statutes Online

FIRST SCHEDULE

Section 14

Default provisions for
limited liability partnerships

1. The mutual rights and duties of the partners and the mutual rights and duties of the limited liability partnership and the partners are determined, subject to the terms of any limited liability partnership agreement, by the provisions in this Schedule.

2. All the partners of a limited liability partnership are entitled to share equally in the capital and profits of the limited liability partnership.

3. The limited liability partnership must indemnify each partner in respect of payments made and personal liabilities incurred by the partner —

(a)	in the ordinary and proper conduct of the business of the limited liability partnership; or
(b)	in or about anything necessarily done for the preservation of the business or property of the limited liability partnership.

4. Every partner may take part in the management of the limited liability partnership.

5. A partner is not entitled to remuneration for acting in the business or management of the limited liability partnership.

6. A person must not be introduced as a partner without the consent of all existing partners.

7. Any matter or issue relating to the limited liability partnership must be decided by resolution passed by a majority in number of the partners, and for this purpose, each partner has one vote.

8. Each partner must render true accounts and full information of all things affecting the limited liability partnership to the other partners or their legal representatives.

9. If a partner, without the consent of the limited liability partnership, carries on any business of the same nature as and competing with the limited liability partnership, the partner must account for and pay over to the limited liability partnership all profits made by the partner in that business.

10. Every partner must account to the limited liability partnership for any benefit derived by the partner without the consent of the limited liability partnership from any transaction concerning the limited liability partnership, or from any use by the partner of the property, name or any business connection of the limited liability partnership.

11. No majority of the partners can expel any partner unless a power to do so has been conferred by express agreement between the partners.

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