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Section 2 of Partnerships Act 16 of 2012: Interpretation

    

(1) In this Act, unless the context otherwise requires—
“address”, means—
(a) for an individual, the usual residential and postal address of that individual;
(b) for a company or a limited partnership, means the registered office of the company or limited partnership; and
(c) for a partnership which is not a limited partnership, the principal place of business of the partnership;
“business” includes any trade, profession or occupation;
“Court” means the High Court or, where the gross assets of a partnership do not exceed three hundred thousand shillings, the Resident Magistrate’s Court;
“default rule” means a rule that applies in relation to a partnership if the rule is not dealt with in the partnership agreement;
“foreign limited partnership” means a partnership— (a) constituted under the law of a country other than Kenya; and
(b) in which one or more of the partners has limited liability in respect of a partnership obligation;
“Minister” means the Minister responsible for matters relating to partnerships;
“partnership” means the relationship which exists between persons who carry on business in common with a view to making a profit;
“partnership agreement” means an agreement between, persons carrying on business in common with a view to making a profit;
“partnership document” in relation to a partnership, includes—
(a) a business letter;
(b) a written order for goods or services to be supplied to the partnership;
(c) an invoice or receipt issued in the course of the partnership business; or
(d) a written demand for payment of a debt arising in the course of the partnership business,
“partnership loss” in relation to a person who is a partner, means the loss incurred by the relevant partnership business incurred while the person is a partner and includes a loss of a capital nature;
“partnership obligation” means—
(a) a partnership debt; or
(b) any partnership liability;
“partnership of defined duration” means a partnership in respect of which the partnership agreement provides that the partnership is to end—
(a) on the expiry of a specified period; or
(b) on the completion, of a venture that the partnership was formed to undertake;
“partnership profit” in relation to a person who is a partner, means the profit of a partnership business derived while the person is a partner;
“partnership property” means property to which the partnership is beneficially entitled, whether or not the property is held in the partnership name;
“person interested in winding up of a partnership” means— (a) a person who ceases to be a partner on or after the break up;
(b) in the case of a deceased partner, the partner’s personal representative;
(c) if a person ceases to be a partner by virtue of his bankruptcy, the insolvency practitioner appointed in relation to the partner;
“profits” includes profits of a capital nature;
“property” includes money and all other property, real or personal, heritable or moveable, including things in action and other intangible or incorporeal property;
“relevant capital contribution” means a capital contribution consisting of—
(a) a sum or sums of money; or
(b) property which has an agreed capital value;
“Repealed Act” means the Partnership Act (Cap. 29) repealed by section 77;
“the Registrar” means the Registrar of Companies;
“the regulations” means regulations made and in force under this Act”;
“trust property” means property which is held in the name of a partnership but to which a partnership is not beneficially entitled.
(2) In this Act, any reference to an agreement or to the terms of an agreement includes a reference to an agreement or to terms established by conduct.

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Disclaimer: This document is not to be taken as legal advise.

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