Madam Speaker, I move, seconded by the honourable Member for Hay River, that Bill 5, an Act to Amend the Partnership Act, be read for the second time. This bill will allow limited partnerships that would come from other jurisdictions to carry on business in the Northwest Territories.
Limited partnerships are composed of both general and limited partners. As long as the limited partner is not involved in conducting the business of the partnership, his or her liability for the actions of the partnership is limited to his or her monetary investment in the partnership. Because the current Partnership Act does not provide for the registration of limited partnerships with firms outside the territories, it is not clear whether a court would limit the liability of a limited partner to his or her investment.
The bill will provide that the liability of the members of those partnerships, in respect to business carried on in the territories, is governed by the law of the jurisdiction in which the partnership is formed, or the law of the Northwest Territories, whichever liability is greater. It also provides for various other matters regarding registration. The bill will require that documents be filed under the act, to be filed at the company's registry, rather than with the documents registry. All other registrations with the document registry involve interest in personal property, while other business registrations are in the company's registry.
The bill will also make certain amendments to remedy past difficulties with the Partnership Act. The time period in which a partnership must file certain documents is reduced from six months to 60 days. Notice of dissolution of partnership is not required of a partnership for which a declaration of partnership is not registered. A declaration may be filed, certifying that a business name is no longer used. The Supreme Court may amend or cancel the certificate of a limited partnership, on application of a member of the partnership, if a member can not consent or no longer exists.
Language used in the French version of the act with respect to partnerships is changed so that it is consistent throughout the act, and with other acts in the Northwest Territories. Thank you.