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To explain the UK government’s long-awaited reforms to limited partnership law.

This article discusses the key updates to limited partnership law in the UK that the reforms represent and draws some conclusions as to what may lay ahead.

The article concludes that the new regime is a welcome step and one that should help the United Kingdom to remain competitive as a jurisdiction for global fund formation in the face of competition from other jurisdictions.

This article contains key details on the new limited partnership regime in the UK and guidance from experienced lawyers with specialties in investment management and public and private funds.

This spring (May, 1989) I was alarmed to read, in a trade publication for stock brokers, an article recommending real estate limited partnerships to brokers and their clients. The same week I had received a report on my own real estate partnership which contained the following statement, “Due to the operating deficits of… and the imminent foreclosure of the…, it is questionable as to whether the partnership will be able to fully realize all its invested capital.” Which means (translated into direct and grammatical English) you probably won't get back all of your money, much less the seven percent annualized tax‐sheltered return which had disappeared two years ago. Shortly thereafter the Wall Street Journal ran a story on the same topic under the headline, “Shearson seeks to Control Damage From Troubled Partnerships.” If it's not too late, I would like to educate you, faithful readers, and hopefully spare you one of my own follies.

Joint ventures in property development can bring considerable benefits to the parties. For example, in a joint venture involving a local authority the authority will be able to play a positive role in urban regeneration while the developer will gain credibility and hopefully obtain a smoother planning process. Examines the strengths and weaknesses of the three classic joint venture arrangements: joint venture companies; partnerships; and “contractual” joint ventures.

To explain the benefits and the regulations pertaining to Jersey as a domicile for investment funds.

Provides an overview of Jersey as an international financial center followed by a detailed description of Jersey regulations applying to private funds, expert funds, listed funds, regulated investor funds, retail and other collective investment funds (CIFs), and notification-only funds. Explains fund vehicles including unit trusts, limited partnerships, and companies. Discusses taxes and fund service providers.

Jersey is one of the world’s major international finance centers, offering location and time-zone benefits; stability and reliability; tax neutrality; a stable political, fiscal and regulatory infrastructure; and highly-skilled financial-service providers.

Expert guidance from experienced investment-funds lawyers

The purpose of this paper is to examine how major changes in an industry may differentially affect firms based on their organizational structure. The authors examine midstream oil and gas firms, comparing master limited partnerships (MLPs or uncorporates) with more traditional midstream corporate firms when the industry changed from one that was considered mature to a more rapid growth industry.

Non-parametric comparisons of returns, distributions, and operating ratios are presented across the two organizational forms and across two distinct industry activity periods. The risk-adjusted return analysis, including Fama and French factors, incorporates a wild bootstrap to address heteroscedasticity in the data.

In the industry’s mature market period, partnerships provided a significantly greater payout, return, return on equity (ROE), cash flow, and lower leverage, while exhibiting lower levels of systematic risk than corporations. In the later growth period, midstream corporations and partnerships are no longer significantly different in their returns, ROE or margins. MLPs now have significantly higher leverage levels, while continuing to provide significantly higher dividend payouts.

The paper contributes to the literature with an analysis of the effects of a changing industry environment on two different organizational types across a common industry. The authors find that the optimal organizational structure may be dependent on the environment. The findings during the initial period are consistent with prior research comparing publicly traded partnerships and corporations. During the growth phase, the findings lend support to the seminal literature with respect to corporations potentially best-suited to “growth” industries, while highlighting specific results by organizational form.

The purpose of this paper is to seek to illuminate some of the dynamics of globalization that enable capital to advance its interests.

The paper uses theories of globalization focusing upon the “race‐to‐the‐bottom”. Such theories draw attention to the way major businesses are using their power to secure advantages, often by playing‐off one nation state against another. Increasingly, offshore financial centres (OFCs) are becoming key players in this race. The paper uses a case study relating to the enactment of limited liability partnership (LLP) in Jersey, a UK Crown Dependency. The legislation was financed and developed by the UK firms, Price Waterhouse and Ernst & Young in collaboration with a network of advisers.

The paper sheds light on the resources deployed by major accountancy firms to secure conditions necessary for the smooth accumulation of private wealth and power. Accountancy firms used OFCs or microstates to reposition the state‐capital relationship in globalization and reconfigure the UK auditor liability laws. The paper also highlights the importance of the state to capital and globalization.

In common with major capitalist enterprises, accountancy firms rarely provide background material to explain how they advance their interests. Inevitably, this limits the analysis. Nevertheless, the case study shows some trajectories that have enabled accountancy firms to advance their economic interests.

The paper shows that accountancy firms are able to use novel tactics to advance their interests and that national regulation cannot easily be understood without consideration of the wider international context.

Accounting researchers have rarely focused upon the use of offshore financial centres by major accountancy firms to advance their interests. It also shows that the local and the global are intertwined.

To introduce the various private fund structuring options available in Singapore, an important fund management hub that has increasingly also come to be recognized as a popular fund domicile with its pro-business environment, transparent and robust regulatory regime and government support through tailored investment structures, tax incentives and extensive double taxation treaties.

This article provides an overview of the available private fund structures as well as the key legal issues and considerations that fund managers and investors should take into account when structuring a private fund. It also provides a brief summary of the available tax incentive schemes for funds in Singapore.

With growth in private market assets under management fueled by private equity funds over the last decade, the use of private investment funds established in Singapore has become a popular means to tap the large capital inflows into Asia. Singapore offers a wide range of fund structures to suit different fund strategies and considerations, including the variable capital company (“VCC”) structure, a legal structure tailored for use as investment funds that was introduced in January 2020.

There are a range of Singapore private fund structures available with different features, including the VCC, which is a corporate structure that allows for umbrella-sub-fund structures with segregated assets and liabilities, and the limited partnership, which is familiar to international investors and permits a large degree of contractual flexibility. Other structures such as unit trusts and private companies may also be suitable depending on the particular circumstances and objectives of the fund. Fund managers who are exploring setting up fund vehicles to tap Asian capital or to invest in Asia should be aware of the possible options, and their pros and cons.

Practical analysis and guidance and market commentary from experienced investment funds lawyers.

In Nigeria, insecurity has been breeding very rapidly given the Nigerian economic conditions in the recent past. Insecurity exposes enterprise development and survival to a serious threat. It has serious effects on lives and properties, obstructs business activities and discourages local and foreign investors, which in turn militate against Nigeria’s overall economic growth and development. This rising wave of insecurity has assumed an unsafe facet to enterprise development and its subsequent survival, hence, if unchecked, it can threaten the overall communal existence of the country as one entity. The purpose of this study is therefore, to examine the impact of insecurity on enterprise development in Nigeria.

This study used the most recent Nigeria Enterprise Survey data (2014) and applied multi-nomial logistic regression model to examine the impact of insecurity on enterprise development in Nigeria.

It was found among others that all the captured insecurity variables in this study have negative significant impact on enterprise development and as such significantly retards enterprise growth and development except for corruption and availability of strong, fair and impartial legal system (comparing partnership and limited partnership enterprise to the sole proprietorship), which were found to have positive impact on enterprise development in Nigeria.

This study therefore recommended among others that government at all levels – federal, state and local – should try harder to live up to its primary constitutional function of providing adequate security of lives and property to its citizenry.

There is no known study that has investigated the impact of insecurity on enterprise development in Nigeria. There is dearth of literature in the study area, hence this study enormously contributes to the growing literature on insecurity and enterprise development.

This paper aims to retrace the genesis of private share company in Ancient Rome as one of the greatest innovation in the history of management.

Relying on a thorough and systematic analysis of the available historical material, and modern research, the author reconstructs the first known form of private share company and the way it came into being under late Republic and early Empire.

The scope of commercial partnerships and bounds preventing them from concentration of capitals are shown. The popular myth of private corporations allegedly existing in Ancient Rome is debunked. The author reveals how existing business elements (union of co-owners, the module “slave – peculium – free administration” from individual enterprise, and the principle of inseparability of joint ownership) had been combined to form private share company. Are demonstrated its chief differences from corporation, and the untenability of attempts to deny the real existence of private share companies in Ancient Rome. By way of summing up, the pattern of innovations is brought into relief.

The material opens new vistas for historians and allows them to draw an exacter and more comprehensive picture of Roman private entrepreneurship. Experts in management get an opportunity to retrace the background of modern forms of business organizing. A broader circle of researchers may see what the real path of radical novelties – from the need for them to their implementation – is. And altogether, the author’s conclusions provide scholars with a key to understanding breakthrough phenomena of history.

The results obtained may be used in many courses related to the history of economics, business, management, innovations, etc. Besides, they allow practitioners to discern plainly the origins of new business forms and learn how to make for them or facilitate their growth.

The author's conception of viable novelties sheds light on the processes of social development and modernization. It may serve as an effective instrument in planning reforms and managing them.

The framework of Roman private share company and many allied issues are investigated for the first time. This type of enterprise is presented as a response to the functional request from private entrepreneurs. That is why the new organizational form, despite its radical nature, proved to be quite efficient, and caught on in business. The author infers from his findings a generalized pattern of innovations able to get integrated into reality.

This chapter provides an introduction to the world of family companies and family constitutions from a legal perspective. It first studies the legal types of business organizations that family firms have chosen across time and jurisdictions. It then illustrates how early predecessors of family constitutions evolved in the late Middle Ages and what modern family constitutions look like in different countries today. Further considerations are devoted to the governance framework of family firms. The chapter concludes by exploring the potential legal effects of family constitutions under German company and contract law.