in the county of

the grantee named in the bill of sale mentioned in the foregoing (or annexed) statement [or assignee of the grantee named in the bill of sale mentioned in the foregoing (or annexed) statement] make oath and say: That the foregoing (or annexed) statement is true.

That the bill of sale mentioned in the said statement has not been kept on foot for any fraudulent purpose.

CHAP. 142.

CHAP. 143.

TITLE XXII.

OF MERCANTILE LAW AND CON

TRACTS.

CHAPTER 143.

OF THE REGISTRATION OF PARTNERSHIPS.

Declaration of partnership to be registered.

Provisions in respect to absent members.

Declaration for absent partners

NECESSITY FOR REGISTRATION.

1.—(1.) All persons associated in partnership for trading, manufacturing, or mining purposes, shall file in the registry of deeds for the registration district in which they carry on or intend to carry on business a declaration in writing signed. by the several members of such partnership.

(2.) If at the time of making such declaration any member of such partnership is absent from the place at which such partnership carries on or intends to carry on business, such declaration shall be signed by the members present, in their own names, and also in the name of any such absent member, under a special authority to that effect, and such special authority shall be annexed to the declaration and filed therewith in the registry of deeds. R. S., c. 89, s. 1. 2. If the persons so associated are resident out of the may be by agent. province, and are doing business in the province by an attorney, agent, or other representative, such declaration may be signed by such attorney, agent, or other representative, under special authority of the person so associated. execution of such special authority shall be verified on oath before a notary public and certified by him, and such special authority shall be annexed to the declaration and filed therewith in the registry of deeds, and in such case the form of the declaration shall be modified accordingly. R. S., C. 83, ss. 2, 8.

Requisites of declaration.

The

3. Such declaration shall be in the form or to the effect of form "A" in the schedule to this Chapter, and shall contain the name, surname, addition and residence of each member of such partnership, and the name, style, or firm under which such partnership carries on or intends to carry on such business, and shall state the time during which the

partnership has existed, and that the persons therein named CHAP. 143. are the only members thereof. R. S., c. 83, s. 3.

4. Such declaration shall be filed within three months Time of filing. next after the formation of such partnership. R. S., c. 83, s. 4.

on change in

5. Whenever any change or alteration takes place in the New declaration membership of such partnership, or in the name, style or partnership. firm under which it intends to carry on business, or in the place of residence of any member of such partnership, a new declaration shall be filed in such registry of deeds, stating such change, and signed by all the members of such partnership as it is constituted after such change. R. S., c. 83, s. 5.

dissolution of

6. Upon the dissolution of any partnership, any or all Declaration of of the persons who composed such partnership may sign a partnership. declaration stating such dissolution. Such declaration may be in the form "B" in the schedule to this Chapter. R. S.,

c. 83, s. 8.

declaration.

7. (1.) Every person who is engaged in business for trading, Person using manufacturing or mining purposes, and who is not associated firm name to fie in partnership with any other person or persons, but uses as his business style some name or designation other than his own name, or who in such style uses his own name with the addition of "and company," or some other word or phrase indicating a plurality of members in the firm, shall file in the registry of deeds for the registration district in which he carries on or intends to carry on business, a declaration in writing signed by him.

such case.

(2.) Such declaration shall contain the name, surname, Requisites in addition and residence of the person making the same, and the firm name or style under which he carries on or intends to carry on business, and shall also state that no other person is associated with him in partnership.

province may

(3.) If such person resides out of the province and carries Persons out of on business by an agent, attorney or other representative in declare by agen the province, such declaration may be made by such agent, attorney or representative, under special authority, which shall be verified on oath before a notary public and certified by him, and annexed to the declaration and filed therewith, and in such case the declaration shall also state the place of residence or business of such person without the province, giving the street and number thereof if any.

(4.) Such declaration shall be filed within three months Time for filing. from the date when such firm name or style was first used.

R. S., c. 83, ss. 10, 11, 12.

CHAP. 143.

Allegation in declaration not to be controverted

in certain cases.

Signer of declaration

8.-(1.) No allegation contained in any such declaration shall be controverted by any person who, either by himself or his specially authorized attorney, agent or representative, signed such declaration.

(2.) Except as against the other members of the partnership in any such declaration mentioned, no allegation in such declaration contained shall be controverted by any person who was a member of such partnership at the time such declaration was made, but who has not signed the same. R. S., c. 83, s. 6.

9. Every person who has made and filed such a declaration shall be deemed to continue a partner as in such continue partner declaration stated, until the filing of a new declaration signed

deemed to

until new

declaration

filed.

Chapter not to exempt from other liabilities.

Action, how brought if no

by himself, or by his partners, or by the attorney, agent or other representative of a non-resident partner, as in this Chapter provided. R. S., c. 83, s. 7.

10. Nothing in this Chapter contained shall exempt from liability any person who, being a partner, fails to declare the same as already provided, and such person may, notwithstanding such omission, be sued jointly with the partners mentioned in the declaration, or such partners may be sued alone, and if judgment is recovered against them, any other partner or partners may be sued jointly or severally, in an action on the original cause of action upon which such judgment was obtained; nor shall anything in this Chapter be construed to affect the rights of any partners with regard to each other, except that no such declaration as aforesaid shall be controverted by any signer thereof. R. S., c. 83, s. 7.

11.—(1.) If any persons are associated as partners for the declaration filed. purpose of trade or other business, and no declaration is filed under this Chapter with regard to such partnership, any action which might be brought against all the members of the partnership may also be brought against any one or more of such partners, as carrying on or as having carried on business jointly with others, without naming such others in the writ of summons, under the name and style of their said co-partnership firm; and if judgment is recovered against him or them, any other partner or partners may be sued jointly or severally on the original cause of action on which such judgment was obtained.

Judgment, how enforced.

(2.) Any judgment obtained against any member of such existing co-partnership for a partnership debt or liability may be enforced by process against all and every the partnership stock, property and effects in the same manner and to the

same extent as if such judgment had been obtained against CHAP. 143. such partnership.

instrument in

(3.) If any such action is founded on any obligation or All parties to instrument in writing in which all or any of the partners writing to be bound by it are named, then all the partners named therein shall be made parties to such action. R. S., c. 83, s. 9.

12. In all cases in which a firm name or style is the name or names of the persons composing the firm be distinctly written or printed on all the bill-heads letter-heads used by such firm. R. S., c. 83, s. 19.

joined.

used, Firm's name to

be on bill heads,

shall &c.
and

not filing

13. Every member of any partnership and every person Penalty for doing business under a firm name or style indicating a declaration. plurality of members of such firms who fails to file the declaration required by this Chapter, shall be liable to a penalty of not less than five dollars or more than one hundred dollars, half of such penalty to belong to the Crown for the use of the city, town or municipality in which such member or person does business, and half to the prosecutor. R. S., c. 83, s. 13.

deeds to enter

14. The registrar of deeds shall enter all declarations Registrar of made under this Chapter, in the order in which the same are declarations. received, in a book to be kept by him for that purpose, which shall at all times during office hours be open to the inspection of the public gratuitously. R. S., c. 83, s. 14.

registry.

15.—(1.) The registrar shall keep two alphabetical index Books of books of all declarations filed by him in pursuance of this Chapter.

book."

(2.) In one of such books, to be called the "Firm Index" Firm index Book," the registrar shall enter in alphabetical order the firm names of the partnerships in respect to which declarations have been filed by him, and shall place opposite each such entry the names of the person or persons composing such firm, and the date of the receipt by him of the declaration, in the manner shewn in form "C" in the schedule to this Chapter.

index book."

(3.) In the second of such books, to be called the "Indi- "Individual vidual Index Book," the registrar shall enter in alphabetical order the names of the members of each of such firms, and shall place opposite such entry the firm name or style of the firm of which such person is a member, and the date of the receipt of the declaration, in the manner shewn in the form "D" in the schedule to this Chapter. R. S., c. 83, ss. 15, 16, 17.

16. The registrar of deeds shall be entitled to charge for Registrar's fees.