PARTNERSHIP, in the law of England, is the of two or more individuals act lug ondera contract, whereby they mutually contribute their property or labor for the purpose, of making profits jointly. When a partnership is confined to a particular transaction or speculation, it is usually called it joint-adventure, and the parties are joint advent Arers. The usual criterion by which a partnership is ascertained to exist, as dis tiwntished from other arrangements, is that there is a community of profit; it is not essential that both should suffer losses equally or proportionably, for one partner may stipulate that he shall not be liable to loss. This stipulation is binding between the parttters, but of course is insufficient to prevent the partners from being all liable to third patties. So one partner may contribute all the capital or all the labor. A dot mant partner is one whose name does not generally appear to the world as a partner, but who nevertheless is to all intents and purposes a partner, with equal rights and liabilties to the rest. In order to constitute that kind of community of profit which is the chief ingredient in a partnership, it is necessary that the partner share in the profits as a partner; for in many cases, clerks, servants, or agents receive a commission or remunera tion proportioned to profits, and yet are not partners, for this is merely one mode of ascertaining the salary which they arc to receive. In all such cases, therefore, the dis tinction as to whether there is a partnership or not turns on the consideration whether the alleged partner receives a share of the profits, as such, or merely receivesas a salary proportioned to profits, without having. a specific interest in the firm. The contract of partnership may be entered into either by word of mouth or in writing. If no specified term be agreed upon, it is a partnership at will, and may be dissolved by either the Parties at ple 'sure. Sometimes, also, the court of chancery will interfere to dissolve the partnership before the time appointed; but this ouly happens when some unforeseen and urgent reason exists, as that one of the partners has become a lunatic, or has proVed dishonest, or the object of the partnership cannot be carried out. Mere differ ences of opinion on minor matters are no ground for seeking a dissolution. The part ners may make any kind of arrangement between themselves that they think proper; but if these are unusual and special stipulations, there is no certainty of securing the same being adhered to, without a formal deed or indenture of partnership being executed.
Thus, it is common to stipulate as to the capital each is to contribute, and as to the pro portion of profits he is to receive, as what is to be done in case of the death of a partner, etc. Unless a stipulation is made to the contrary, the rule is, that the death of one of the partners dissolves the partnership. So does his bankruptcy. It is also a rule that no new partner can be introduced without the consent of the rest. There was once a peculiarity in the law of England as to the form of remedy—the rule being, that part ners cannot sue each other in a court of law in respect of partnership transactions, but the only remedy is by a bill in chancery. As against third parties, whatever may be the secret arrangements between themselves, the rule is, that any partner can bind the firm in all matters which are within the scope of the partnership, each being by the nature of the contract made the agent of all the rest for business purposes. Thus, any one may accept a bill in the name of the firm, prOvided such be one of the modes of ioing busi ness. It is, however, to be borne in mind. that the firm is only bound by one of the partners in those matters which are strictly within the proper business of the firm, which is an important qualification of the general power. Within the aLove limits, each partner can bind the rest of his co-partners, however imprudent or foolish may be his act, for it is one of the implied conditions, that all have full confidence in each other. It follows from this principle, that the firm is liable for the dealings of each partner on its behalf within the scope of the partnership, and each is liable to the full extent for all. the debts of the firm; in short, each is liable to his last shilling for the sevency,of the firm. Hence, it is often of importance for a partner, on leaving the firm, to know how to terminate this liability. The rule is, that as regards all strangers, a notice in the Gazette is good notice; but as between the firm and those who have had dealings with it, the Gazette notice is of no use, unless it can be proved that the party had actual notice given to him—and hence a eircular-uotice sent to customers announcing the fact of retirement, is the only cause effectual.