Company Law Essay Help : Formation of the Partnership
Company Law cases referred to in this section
Worts v Pern (1707) 3 Bro Parl Cas 548, HL
England v Curling (1844) 8 Beav 129
Alderson v Clay (1816) 1 Stark 405
Spiro v Glencrown Properties Ltd [1991] Ch 537, [1991] 1 All ER 600
Heyhoe v Burge (1850) 9 CB 431
Caddick v Skidmore (1857) 3 Jur NS 1185
The formation and terms of a partnership may be evidenced by a partnership deed, by an agreement signed by the partners, by an unsigned document drafted by one partner and adopted and acted on by the others (Worts v Pern (1707) 3 Bro Parl Cas 548, HL), and even by an informal document initialled by the partners and intended only to form instructions for a formal document (England v Curling (1844) 8 Beav 129). A document signed by one person only, which would otherwise have been invalid for want of mutuality, may become evidence of the terms of a partnership if acted upon (Heyhoe v Burge (1850) 9 CB 431).
The existence of a partnership may be established by oral evidence even when a written partnership agreement is in existence (Alderson v Clay (1816) 1 Stark 405). A partnership agreement may probably be proved by oral evidence, even if the partnership is to deal with land (Caddick v Skidmore (1857) 3 Jur NS 1185), but such an agreement, for example an alleged agreement of partnership in the profits of land alone, when the parties have not acted as partners so that the existence of a partnership is in doubt, is probably subject to the general statutory provisions relating to contracts for the sale or other disposition of an interest in land, namely that, unless the agreement in question is in writing, incorporating all the expressly agreed terms of the contract in one document or, where contracts are exchanged, in each and signed by or on behalf of each party to the contract, the agreement will be void (Spiro v Glencrown Properties Ltd [1991] Ch 537, [1991] 1 All ER 600).
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