Partner's wrongful acts: firm liability - PA 1890 s. 10
A partnership is liable for loss or injury caused by a partner's wrongful act or omission done in the ordinary course of business or with authority.
Where, by any wrongful act or omission of any partner acting in the ordinary course of the business of the firm, or with the authority of his co-partners, loss or injury is caused to any person not being a partner in the firm, or any penalty is incurred, the firm is liable therefor to the same extent as the partner so acting or omitting to act.
Text in force at .
Source: legislation.gov.uk — The National Archives (legislation.gov.uk), reproduced under licence Open Government Licence v3.0.
What it actually says
This section makes a partnership responsible for certain wrongful acts or omissions of its partners. If a partner does something wrong while acting in the ordinary course of the partnership's business, or with the permission of the other partners, the firm can be held liable for any loss or injury caused to someone who is not a partner. The firm is liable to the same extent as the partner who did the act.
The phrase 'ordinary course of the business of the firm' means activities that are part of the normal running of the partnership. 'With the authority of his co-partners' means the other partners agreed to the action, either explicitly or implicitly. This is a form of vicarious liability, similar to an employer's liability for an employee's actions.
Note that the provision does not require the partner to be personally at fault; it is enough that the act was within the scope of the partnership business or authorised. The firm and the partner can both be sued.
When it applies
- A partner driving a company van on a delivery run hits a pedestrian.
- A partner gives negligent financial advice to a client while acting for the firm, causing the client to lose money.
- A partner, with the other partners' agreement, signs a contract that infringes a third party's trademark.
- A partner makes a defamatory statement about a competitor during a business meeting with a supplier.
- A partner, while collecting debts for the firm, assaults a debtor.
What this section does not say
- Acts done by a partner outside the course of the partnership business, such as a personal dispute with a neighbour.
- Misapplication of money or property received for the firm (that is covered by s. 11).
- Liability for acts of employees of the firm (this is governed by general principles of employer liability, not this section).
Related sections
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This page reproduces the text of PA 1890 s. 10 in force at the date shown and explains it in general terms. It is not legal advice and takes no account of the circumstances of your case, which can change the answer completely. For a live dispute, for limitation periods, and before taking any step in court, consult a qualified lawyer in England and Wales.