Partnership & LLP Disputes - A Toolkit for Common Scenarios

Introduction

This workshop will provide those attending with a legal overview, practical strategies, tips and best practice guidance on legal issues arising in the world of partnerships and LLPs to include partner exits, team moves, LLP members (can they be employees too?), best practice in LLP/partnership agreements, the evolving law on forfeiting partner shares, the latest on decision making and the exercise of discretion, and top tips and traps in partnership disputes.

We will work through and discuss a series of practical scenarios that arise all too often.

The course will consider the following common scenarios and questions:

• How do we best exit a partner/member? Doing it right and doing it wrong. Navigating the minefield. How do we exit underperforming partners? If I am acting for the individual, how do I best challenge the decision?
• Can a firm forfeit partner profit share for breach of fiduciary duty? How does this work?
• Where are we now on exercising a discretion and making decisions in partnerships and LLPs? How far does the decision in Braganza v BP Shipping Ltd impact?
• Can LLP members be employees? What about people who used to be salaried partners? What does it mean to be a Fixed Share Partner? How do all the different partner/member statuses work in law?
• We have heard from one of the senior associates that the head of the corporate team is at an advanced stage of organising a team move to take virtually the entire department to one of our key competitors. This could fatally damage the firm - help! How to litigate team moves
• How do we deal with profits or assets diverted by partners to themselves or their nominees?
• How can I avoid partnership disputes in the first place by thinking through LLP/partnership agreements?

What You Will Learn

This course will cover the following:

• An overview of Partnerships and LLPs (the fundamentals)
• Status of members: employees and members (and why it matters)
• Expelling and compulsorily retiring partners/members (an update and 'masterclass')
• Team moves
• The latest on decision making and discretions in LLPs and partnerships
• LLP/partnership agreements: best practice from a litigator's perspective
• The recent decision of Hosking v Marathon Asset Management LLP. Forfeiture of partner profit share for breach of fiduciary duty. How might this work? How could it be deployed?
• Top tips and traps on litigating partnership and LLP disputes