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Hong Kong to gazette limited liability partnership bill for legal firms

Hong Kong's Legal Practitioners (Amendment) Bill 2010, which introduces the limited liability partnership for solicitors firms, will be gazetted on Friday, and will be further introduced into the city's Legislative Council on June 30, the HK government said on Thursday.

The bill protects a partner of a limited liability partnership against personal liability for the default of other members of the firm in the case where the partner is not personally at fault himself.

A person will not, solely by reason of being a partner, become jointly or severally liable for any partnership obligation if the firm is a limited liability partnership and the partnership obligation arises from the default of another partner, or of an employee, agent or representative of the firm, according to the bill.

The Department of Justice of the HKSAR government said the bill is not intended to change the common law position with respect to the general principles of negligence.

A partner in a limited liability partnership may still be held responsible under the common law for vicarious liability arising from a default of an employee who is under the supervision of the partner.

A failure to establish a proper system of staff supervision can be the basis for a claim that all partners of a limited liability partnership are collectively liable for negligence, the department added.

The bill also proposes that the name of a limited liability partnership must contain the words "limited liability partnership" or its abbreviation if it is in English. The name must be displayed at every place of the partnership business. The name should also be stated in the firm's correspondence and other publications.

It also requires an existing law firm to notify all its existing clients within 30 days after it becomes a limited liability partnership. A foreign firm only needs to notify its clients in HK if it has already been practicing law as a partnership with limited liabilities in another jurisdiction.

A list of limited liability partnerships should be kept by HK's Council of the Law Society for public inspection.

Other issues covered in the bill include regulation on the distribution of a liability partnership's property in certain circumstances for the purposes of preserving the partnership assets for meeting claims from creditors, and the scope of power of the Council of the Law Society with respect to the proposals.

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