Boghani v Nathoo [2011] EWHC 2101 (Ch), [2011] All ER (D) 39 (Aug)
The terms of s 38 of the Partnership Act 1890 demonstrated the following propositions: (i) the obligations of partners to third parties continued notwithstanding the dissolution of the partnership; (ii) in England, if not in Scotland, the satisfaction of those obligations by performance, release or novation or the payment of damages would not usually involve reliance on the terms of s 38; (iii) s 38 did not entitle the surviving partners to engage in new bargains or contracts so as to bind a deceased former partner; (iv) even in relation to transactions, not being new bargains or contracts, begun but unfinished at the time of dissolution s 38 applied only if and to the extent that the completion of such transactions was necessary to wind up the affairs of the partnership; and (v) s 38, if applicable, conferred a power; it did not impose any additional duty.
