Northern Territory Numbered Acts

PARTNERSHIP AMENDMENT (VENTURE CAPITAL FUNDS) ACT 2006 (NO 9 OF 2006) - SECT 4

Sections 3 and 4 –

repeal, substitute

3.     Definitions

In this Act, unless the contrary intention appears –

"AFOF" has the same meaning as in the Venture Capital Act 2002 (Cth);

"approved form" means a form approved under section 98;

"associate" has the meaning in section 68;

"business" includes a trade, occupation or profession;

"Commissioner" means the Commissioner for Consumer Affairs;

"corresponding law" has the meaning in section 73;

"external partnership" means a partnership or legal entity (however described) in the nature of a partnership, formed under a law of a State, another Territory or another jurisdiction (including a foreign country), whether or not –

    (a)     the liability of any of its partners for its liabilities is limited; and

    (b)     it is incorporated or is otherwise a separate legal entity from its partners;

"firm" has the meaning in section 8;

"firm name" has the meaning in section 8;

"general partner", for an incorporated limited partnership, means an entity that, in accordance with the partnership agreement –

    (a)     is admitted as a partner in the partnership; and

    (b)     is not designated as a limited partner in the partnership;

"incorporated limited partnership" means an incorporated limited partnership formed under Part 3;

"liability" includes any debt or obligation;

"limited partner", for an incorporated limited partnership, means an entity that, in accordance with the partnership agreement –

    (a)     is admitted as a partner in the partnership; and

    (b)     is designated as a limited partner in the partnership;

"partner", for an incorporated limited partnership, means a general partner or limited partner in the partnership;

"partnership" has the meaning in section 5;

"partnership agreement", for an incorporated limited partnership, has the meaning in section 54;

"partnership property" has the meaning in section 24;

"register" means the register of incorporated limited partnerships established by section 58;

"registered information" has the meaning in section 57(2);

"registered name", for an incorporated limited partnership, means the name of the partnership recorded in the register;

"registered office", of an incorporated limited partnership, means the address of the principal office of the partnership recorded in the register;

"registration" means the registration of an incorporated limited partnership under Part 3;

"special resolution", for an incorporated limited partnership, means a resolution passed by at least 75% of the limited partners in the partnership;

"VCLP" has the same meaning as in the Venture Capital Act 2002 (Cth);

"VCMP" means a venture capital management partnership within the meaning of the Income Tax Assessment Act 1936 (Cth).

4.     Equity and common law

(1)     The rules of equity and common law for partnerships continue in force except to the extent to which they are inconsistent with this Act.

(2)     However, except as provided by this or another Act, those rules do not apply to an incorporated limited partnership, its partners and the relationship between the partnership and its partners.