文章基本信息

标题：Three Problems (And Two Solutions) in the Law of Partnership Formation
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作者：Bayern, Shawn
期刊名称：University of Michigan Journal of Law Reform
印刷版ISSN：0363-602X
出版年度：2016
卷号：49
期号：3
页码：605-633
出版社：University of Michigan Law School
摘要：This Article considers several foundational questions concerning the formation of general partnerships, a topic that has received little modern attention and that is governed largely by classical axioms rather than adaptive modern considerations. Its three main topics concern (1) the timing of partnership formation, (2) the aggregation of multiple distinct questions under the single heading of “partnership formation,” and (3) the rarely challenged proposition that general partners ought to be liable for partnership obligations, a doctrine that is surprisingly at odds with the rest of modern business-entity law.
关键词：Law reform; Partnerships; Partnership formation; Vicarious liability; Administrative costs; Unlimited liability; Revised Uniform Partnership Act; Limited liability partnerships; Respondeat superior; Limited liability companies