Alberta Partnership Lawyer

A partnership is created when two or more persons combine their resources in a business endeavor aimed at generating a profit. Upon such a combination, a partnership is created, irrespective of the individuals desire to have created or not create such a legal arrangement. Furthermore, in the province of Alberta, it is legally mandated by provincial statute that such partnership is registered with the provincial government (Service Alberta).

Where the individual persons (partners) have undertaken to participate in the management of said business endeavor without distinguishing the relative legal responsibilities of each partner, such a legal construct is known as a General Partnership. In a general partnership, each of the individual partners has unlimited liability for the debts and obligations incurred by the other partners and each of the partners is responsible for the actions of the other partners.

When correctly structure, it is possible to create a Limited Partnership, which entails a differentiation of the individual partners as General partners and Limited partners. In such a legal construct, the General partners assume unlimited liability and are responsible for the management of the limited partnership. Meanwhile, the Limited partners do not partake in the management or control of the limited partnership, and thereby limit their legal exposure to the amount of capital that they have contributed to the limited partnership. Naturally, as with all legal structures, the attainment of such legal benefits will be dependent upon how the lawyer puts designs and implements the Limited Partnership and how well the various partners adhere to their responsibilities and restrictions relative thereto.

Alberta also provides for the creation of Limited Liability Partnerships with respect to specific professions, wherein all the LLP partners can have limited liability (thereby avoiding the requirement of having one or more general partners). The limited liability partnership does not provide the LLP partners with full liability protection, as they each remain liable for the ordinary debts of the partnership; it nevertheless provides an LLP partner with legal protection from negligence, wrongful acts or omissions, malpractice or misconduct of other LLP partners or employees or agents of the LLP that occurs in the ordinary course of carrying out the specific professional practice. Naturally, as with all legal matters, there are limitations on these legal protections, and as with all partnership matters it is strongly recommend that you retain the services of an experienced and capable partnership lawyer.