Skip to content
Wakilii
Sign in Sign up free
Back to laws

Partnerships Regulations

Statutory Instrument 22 of 2025 Current version · as at 14 March 2025
Enacted2025
Commenced14 March 2025
Last amended—
Point-in-time consolidation · as at 14 March 2025. This page may not reflect amendments made after that date. Confirm the current position against the latest Uganda Gazette before relying on it.

About this Act

A full descriptive summary for this Act has not been recorded yet.

Jurisdiction
Uganda
Type
Principal Legislation
Status
In force
Language
English

Full text of the Act

10 parts · 67 sections · 2 Schedules

Enhanced Annotated View adds approved, source-linked propositions, operative requirements, judicial passages, related provisions, amendment notes and authority status. Choose Original PDF to inspect the source consolidation.

Uganda

Partnerships Regulations

Commenced on 14 March 2025

[This is the version of this document at 14 March 2025.]

Part I

1. Citation

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Citation”.

“Citation”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Citation”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
2. Interpretation

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Definition

This section supplies the definitions or statutory meaning governing “Interpretation”.

“Interpretation”
Primary legislation Source quotation matched
Practical effect

Use this definition when interpreting other provisions that employ the language addressed by “Interpretation”.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
3. Registration of business name of firm

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Registration of business name of firm”.

“Registration of business name of firm”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Registration of business name of firm”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history

Part II

4. Registration of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Registration of limited liability partnership”.

“Registration of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Registration of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
5. Application for registration of limited liability

partnership

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Scope rule

This section defines when and how “Application for registration of limited liability” applies.

“partnership”
Primary legislation Source quotation matched
Practical effect

Confirm that the matter and forum fall within this section before applying the Act's remaining provisions.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
6. Consideration of application

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Scope rule

This section defines when and how “Consideration of application” applies.

“Consideration of application”
Primary legislation Source quotation matched
Practical effect

Confirm that the matter and forum fall within this section before applying the Act's remaining provisions.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
7. Grant of certificate of registration

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Grant of certificate of registration”.

“Grant of certificate of registration”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Grant of certificate of registration”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
8. Registration of change in particulars of limited liability

partnership

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Registration of change in particulars of limited liability”.

“partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Registration of change in particulars of limited liability”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
9. Registration of foreign limited liability partnership

Management of limited liability partnerships

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Registration of foreign limited liability partnership”.

“Management of limited liability partnerships”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Registration of foreign limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
10. Partners of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Partners of limited liability partnership”.

“Partners of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Partners of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
11. Liability of partner of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Liability of partner of limited liability partnership”.

“Liability of partner of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Liability of partner of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
12. Register of partners in limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Register of partners in limited liability partnership”.

“Register of partners in limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Register of partners in limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
13. Transfer of interest in partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Transfer of interest in partnership”.

“Transfer of interest in partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Transfer of interest in partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
14. Management or control of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Management or control of limited liability partnership”.

“Management or control of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Management or control of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
15. Management of accounts of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Management of accounts of limited liability partnership”.

“Management of accounts of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Management of accounts of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
16. Legal proceedings

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Legal proceedings”.

“Legal proceedings”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Legal proceedings”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
17. Cessation of business of limited liability partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Cessation of business of limited liability partnership”.

“Cessation of business of limited liability partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Cessation of business of limited liability partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history

Part III

18. Register of firms

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Register of firms”.

“Register of firms”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Register of firms”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
19. Firm records

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Firm records”.

“Firm records”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Firm records”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
20. Disclosure of minor partner in documents

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Disclosure of minor partner in documents”.

“Disclosure of minor partner in documents”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Disclosure of minor partner in documents”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
21. Repudiation of partnership by minor

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Repudiation of partnership by minor”.

“Repudiation of partnership by minor”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Repudiation of partnership by minor”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
22. Notice of death of partner

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Procedural rule

This section establishes the governing procedure for “Notice of death of partner”.

“Notice of death of partner”
Primary legislation Source quotation matched
Practical effect

A litigant should address this rule at the procedural stage named in the section and preserve evidence of compliance.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
23. Notice of variation of terms of partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Procedural rule

This section establishes the governing procedure for “Notice of variation of terms of partnership”.

“Notice of variation of terms of partnership”
Primary legislation Source quotation matched
Practical effect

A litigant should address this rule at the procedural stage named in the section and preserve evidence of compliance.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
24. Application of Civil Procedure Rules

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Scope rule

This section defines when and how “Application of Civil Procedure Rules” applies.

“Application of Civil Procedure Rules”
Primary legislation Source quotation matched
Practical effect

Confirm that the matter and forum fall within this section before applying the Act's remaining provisions.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
25. Notice of dissolution of partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Procedural rule

This section establishes the governing procedure for “Notice of dissolution of partnership”.

“Notice of dissolution of partnership”
Primary legislation Source quotation matched
Practical effect

A litigant should address this rule at the procedural stage named in the section and preserve evidence of compliance.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
26. Application to inspect statement filed with Registrar

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Scope rule

This section defines when and how “Application to inspect statement filed with Registrar” applies.

“Application to inspect statement filed with Registrar”
Primary legislation Source quotation matched
Practical effect

Confirm that the matter and forum fall within this section before applying the Act's remaining provisions.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
27. Conversion of partnership

The text of this section isn't in the consolidation we hold — see the original PDF above.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Conversion of partnership”.

“Conversion of partnership”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Conversion of partnership”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions

No express internal or cross-Act reference appears in this section.

Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history
28. Revocation of S.I. No. 15 of

SCHEDULES Schedule 1 Currency Point Schedule 2 Forms

S T A T U T O R Y I N S T R U M E N T S 2025 No. 22 THE PARTNERSHIPS REGULATIONS, 2025 (Under section 61 of the Partnerships Act, Cap. 110)

IN EXERCISE of the powers conferred on the Minister responsible for justice by section 61 of the Partnerships Act, these Regulations are made this 5th day of March, 2025.

Section analysis Source-linked statutory analysis Source linked
Approved statute annotation. Statutory quotations are matched to this consolidation and judicial passages are linked to judgments. Check the primary sources alongside this analysis.
What this section does
Governing rule

This section states the governing statutory rule for “Revocation of S.I. No. 15 of”.

“SCHEDULES Schedule 1 Currency Point Schedule 2 Forms”
Primary legislation Source quotation matched
Practical effect

Use this section as the starting statutory rule for “Revocation of S.I. No. 15 of”, together with the linked provisions and current consolidation.

Deterministic editorial synthesis — not a substitute for the statutory text Editorial synthesis approved
Elements or requirements

Operative requirements extracted from the consolidated text.

0

This section states a single governing proposition and does not enumerate separate elements.

Judicial interpretation

Express propositions in source-matched passages from judgments citing this section.

0

No judgment in the current Wakilii corpus expressly cites this section. Bare rule-number references are not assigned where the Order cannot be verified.

Related provisions
Partnerships Act
Amendment notes

No section-specific amendment note or instrument-level amendment history appears in this consolidation.

Authority status: legislation is primary authority; judgment weight follows the displayed court level and the ratio caveat. Check version history

Part I

1. Citation

These Regulations may be cited as the Partnerships Regulations, 2025.

2. Interpretation

In these Regulations, unless the context otherwise requires-

"Act" means the Partnerships Act, Cap. 110;

"contribution" means cash, property, services or other assets which a partner has contributed to the capital of a partnership as a partner, but does not include any moneys lent by a partner to the partnership; "currency point" has the value assigned to it in Schedule 1 to these Regulations; "firm" means the persons who have entered into partnership with another person; "foreign limited liability partnership" means a firm registered or established as a limited liability partnership or an entity of a similar nature outside Uganda in accordance with the laws of the country where the registration or establishment was effected; "general partnership interest" means the partnership interest of a general partner in that person's capacity as a general partner;

"limited partnership interest" means the partnership interest of a limited liability partner in that person's capacity as a limited liability partner;

"Minister" means the Minister responsible for justice;

"minor" means a person under the age of eighteen years;

"partnership agreement" means an agreement between the partners to form a firm and may include provisions on the establishment of the partnership, regulation of the affairs of the partnership, rules for the conduct of business of the partnership and the rights and obligations of the partners amongst themselves;

"partnership interest" means the interest of a partner in a partnership in respect of profit, capital, voting or other rights, benefits or obligations to which that partner is entitled;

"Registrar" means the Registrar of Companies designated as such under the Companies Act.

3. Registration of business name of partnership
(1)

A firm or person who wishes to register a business name of a partnership under section 4 of the Act shall apply to the Registrar for the registration of the business name in accordance with the Business Names Registration Act and the Business Names Registration Rules. (2) An application for registration of a business name shall be accompanied by a copy of the partnership agreement relating to the firm, signed by the partners of the partnership, where applicable.

(3)

The fees payable for registration of the business name of a partnership shall be the fees prescribed in the First Schedule to the Business Names Registration Rules.

(4)

The Registrar shall, upon receipt of an application to register the business name of a partnership, consider the application and, if satisfied with the application, register the name and issue a certificate of registration of business name in accordance with the Business Names Registration Act, and the Business Names Registration Rules.

Part II

4. Registration of limited liability partnership

A limited liability partnership shall be registered with the Registrar in accordance with sections 48 , 49 and 50 of the Act.

5. Application for registration of limited liability

partnership (1) A person who wishes to register a limited liability partnership shall file a statement with the Registrar for registration of a limited liability partnership.

(2)

The statement referred to in subregulation (1) and section 50 of the Act shall be in Form 1 set out in Schedule 2 to these Regulations.

(3)

The statement referred to in subregulation (1) and section 50 of the Act shall be accompanied by-

(a)

proof of payment of the fees prescribed under the Partnership (Fees) Regulations, 2024;

(b)

proof of reservation of the name of the limited liability partnership;

(c)

a description of the partners; including the full name and address of each of the partners;

(d)

proof of the address in Uganda of the registered office of the partnership;

(e)

where the general partner is a body corporate, a copy of the certificate of incorporation;

(f)

where the general partner is a registered limited liability partnership, a copy of the certificate of registration;

(g)

where the general partner is an individual, proof of his or her residential address in Uganda;

(h)

where the general partner is an organisation or legal entity established by a treaty, charter or similar instrument, a certified copy of the treaty, charter or similar instrument;

(i)

a copy of the partnership agreement which shall include a clause on the term for which the partnership is entered into or, if it is for an unlimited duration, a statement to that effect and the date of its commencement; and

(j)

any other document as the Registrar may direct.

6. Consideration of application
(1)

The Registrar shall, upon receipt of an application to register a limited liability partnership, consider the application and if satisfied with the application, issue a certificate of registration.

(2)

Where the Registrar is not satisfied with the application, the Registrar shall, within fifteen working days, inform the applicant in writing of his or her decision, stating the reasons for rejecting the application.

7. Grant of certificate of registration
(1)

Where the Registrar is satisfied with the application for registration, he or she shall, within fifteen working days of receiving the application, issue a certificate of registration to the limited liability partnership.

(2)

The certificate of registration referred to in subregulation (1), shall be in Form 2 set out in Schedule 2 to these Regulations.

(3)

A certificate of registration issued to a limited liability partnership under subregulation (1), shall be conclusive evidence that the registered limited liability partnership has complied with all the registration requirements under the Act and these Regulations.

8. Registration of change in particulars of limited liability

partnership (1) A limited liability partnership which makes a change in the particulars specified in section 51 of the Act shall submit the changes to the Registrar for registration in accordance with section 51 of the Act.

(2)

The statement referred to in section 51 of the Act shall be in Form 3 set out in Schedule 2 to these Regulations and shall be accompanied by proof of payment of the fees prescribed under the Partnership (Fees) Regulations, 2024.

(3)

The Registrar shall, upon receipt of an application to register a change in the particulars of a limited liability partnership, consider the application and, if satisfied with the application, issue a certificate of change of particulars of the firm in Form 4 set out in Schedule 2 to these Regulations.

9. Registration of foreign limited liability partnership
(1)

A foreign limited liability partnership intending to carry on business in Uganda, establish a place of business in Uganda or act as partner of a limited liability partnership, shall, prior to commencing the business, deliver to the Registrar for registration- (a) a certified copy of the certificate of registration or the equivalent document issued by the relevant authority in the country of registration;

(b)

a copy of the partnership agreement or equivalent document, if any;

(c)

the list of the partners, indicating the names, citizenship, address and nature of the partnership, whether general or limited liability partnership;

(d)

the full address of the foreign limited liability partnership in the country of registration and in Uganda;

(e)

the details and address of the person in Uganda authorised to receive notices or act for and on behalf of the foreign limited liability partnership; and

(f)

any other document as the Registrar may determine.

(2)

Upon the registration of the documents referred to in subregulation (1), the Registrar shall issue a certificate signed by him or her that the limited liability partnership has complied with this regulation, and that the certificate shall be conclusive evidence that the limited liability partnership is registered in Uganda as a foreign limited liability partnership.

(3)

Where any change is made in any details contained in the statement filed under subregulation (1), a statement signed by or on behalf of the foreign limited liability partnership, specifying the nature of the change, shall be filed with Registrar within fifteen days from the date of the change.

(4)

Any process or notice required to be served on a foreign limited liability partnership is sufficiently served if it is addressed to a person whose name has been delivered to the Registrar under subregulation (1) (e). (5) A foreign limited liability partnership which ceases to carry on business or closes the place of business or ceases to be a partner of a limited liability partnership shall notify the Registrar and publish the notice in a newspaper of wide circulation in Uganda, thirty days prior to ceasing the carrying on of business, closing a place of business or ceasing to be a partner of a limited liability partnership.

(6)

A foreign limited liability partnership registered under this regulation shall comply with the provisions of the Act and these Regulations.

(7)

A foreign limited liability partnership that carries on business, establishes a place of business in Uganda or acts as partner of a limited liability partnership without a certificate of registration commits an offence and is liable to a civil penalty of forty eight currency points for each day of default.

Management of limited liability partnership

10. Partners of limited liability partnership
(1)

A person may be admitted as a partner of a limited liability partnership, either as a general partner or limited liability partner.

(2)

A body corporate, a trust, partnership or such other duly registered or incorporated legal entity may be a general partner or limited liability partner in a limited liability partnership.

(3)

A limited liability partner or general partner of a limited partnership may be-

(a)

a person resident, domiciled, established, incorporated or registered under the laws of Uganda;

(b)

a person resident, domiciled, established, incorporated or registered outside Uganda; or (c) an organisation or other legal entity established by a charter, treaty or similar instrument.

(4)

Notwithstanding subregulation (3), at least one of the general partners shall-

(a)

where he or she is an individual, be resident in Uganda;

(b)

where it is a body corporate, be incorporated under the Companies Act;

(c)

where it is a partnership, be registered under the Act; or

(d)

be established or formed in Uganda under any other applicable law.

11. Liability of partner of limited liability partnership
(1)

A limited liability partnership shall consist of not more than twenty persons, and shall have one or more general partners who shall be liable for all debts and obligations of the firm.

(2)

The liability of a general partner referred to in subregulation (1) shall apply only in the event that the assets of the limited liability partnership are inadequate to cover the liabilities of the limited liability partnership.

(3)

A limited liability partner of a limited liability partnership shall not cease to have the benefit of limited liability where the partnership temporarily ceases to have a general partner.

(4)

Reference to "temporarily" under subregulation (3) shall mean any period not exceeding twelve months from the date on which the limited liability partnership ceased to have a general partner.

12. Register of partners in limited liability partnership
(1)

A limited liability partnership shall designate, from amongst its general partners, a general partner who shall maintain or cause to be maintained in the registered office in Uganda, a register of limited liability partners which shall contain- (a) the name and address of each person who is a limited liability partner;

(b)

the date on which a person became a limited liability partner; and

(c)

the date on which a person ceased to be a limited liability partner, if any.

(2)

The general partner designated under subregulation (1) shall update the information in the register within twenty one days from the date on which the changes in the register occurred.

(3)

The general partner shall file the updated register of partners in a limited liability partnership with the Registrar, within seven days from the date when the register is created or after any change in the register is entered on the register.

(4)

The register of limited liability partners shall be open for inspection during the hours of 8:00 am to 5:00 pm on working days at the registered office of the limited liability partnership by-

(a)

a partner of a limited liability partnership; and

(b)

any other person, with the consent of the general partner.

(5)

Where the register of limited liability partners is kept at a place other than the registered office of the limited liability partnership, the general partner designated under subregulation (1), shall make available, at the registered office, in electronic form or any other medium, the register of limited liability partners.

(6)

A general partner designated by the limited liability partnership to maintain the register who fails to maintain the register of limited liability partners in accordance with this regulation commits an offence and is liable to a civil penalty of forty eight currency points for each day of default.

13. Transfer of interest in partnership
(1)

A partner in a partnership may transfer an interest in the partnership either, as a whole or in part, to any other person in accordance with the provisions of the partnership agreement.

(2)

A person who has acquired an interest in a partnership under subregulation (1), shall- (a) be deemed to have adhered to and agreed to be bound by the terms and conditions of the partnership agreement; and

(b)

shall have the rights and be subject to the obligations contained in the partnership agreement as if the person and all existing partners had together duly executed the partnership agreement. (3) Subject to the partnership agreement, no limited liability partner may-

(a)

transfer; or

(b)

grant any security interest in the whole or any part of his or her limited partnership interest, except with the prior written consent of the general partner.

(4)

Subject to the partnership agreement, a general partner may transfer or grant a security interest in the whole or any part of his or her general partnership interest with the written consent of any other general partner given prior to the transfer or grant of the security interest.

(5)

Subject to the partnership agreement-

(a)

the transferee of a general partnership interest shall be admitted as a general partner in place of the transferor in respect of the general partnership interest transferred but-

(i)

the transferee shall not be liable for any obligation of the limited liability partnership incurred before the transferee is admitted, unless otherwise agreed in writing by the transferor and the transferee; and

(ii)

the transferor shall remain liable for any obligation of the limited liability partnership incurred before the transferor ceased to be a general partner, unless otherwise agreed in writing by the transferor, the transferee and the person to whom the obligation is owed; and

(b)

the transferee of a limited liability partnership interest shall be admitted as a limited liability partner in place of and to the exclusion of the transferor in respect of the limited liability partnership interest transferred but, unless otherwise agreed in writing by the transferor, the transferee and the general partner, the transferee shall not assume any liability of the transferor referred to in section 52 (3) of the Act.

14. Management or control of limited liability partnership
(1)

For the purposes of section 52 of the Act, a limited liability partner shall not be deemed to participate in the management or control of the partnership business on account of undertaking one or more of the following actions-

(a)

approving or disapproving an amendment to the partnership agreement;

(b)

calling, requesting, attending or participating in any meeting of the partners;

(c)

taking any action that results in the winding up or the dissolution of the limited liability partnership;

(d)

appointing a person to serve on any board or committee of the limited liability partnership or removing a person from any board or committe; and

(e)

voting as a limited liability partner on-

(i)

the winding up and dissolution of the limited liability partnership;

(ii)

the purchase, sale, exchange, lease, mortgage, pledge or other acquisition or transfer of any asset by or of the limited liability partnership;

(iii)

the incurrence or renewal of indebtedness by the limited liability partnership;

(iv)

a change in the nature of the business of the limited liability partnership;

(v)

the admission, removal or withdrawal of a general or limited liability partner and the continuation of business of the exempted limited liability partnership thereafter; or

(vi)

a transaction in which one or more of the general partners have an actual or potential conflict of interest with one or more of the limited partners.

(2)

A letter, contract, deed, instrument, document or any other instrument required to be executed by the limited liability partnership shall be entered into by the general partner or his or her agent, for and on behalf of the limited liability partnership.

15. Management of accounts of limited liability partnership
(1)

A general partner of a limited liability partnership shall keep, or cause to be kept, proper books of account including, underlying documents such as contracts and invoices, with respect to-

(a)

all sums of money received and expended by the limited liability partnership;

(b)

all sales and purchases of goods or services by the limited liability partnership;

(c)

the assets and liabilities of the limited liability partnership.

(2)

For the purposes of subregulation (1), proper books of accounts shall be deemed to be unkept if they do not give a true and fair view of the business and financial condition of the limited liability partnership.

(3)

A general partner of a limited liability partnership shall at the request of an agency of Government, produce the books of accounts kept by the general partner of the limited liability partnership for inspection or for any other purpose permitted by law.

(4)

A person who fails or refuses to produce the books of accounts of a limited liability partnership in accordance with subregulation (3), commits an offence and is liable to a civil penalty of forty eight currency points for each day of default.

16. Legal proceedings
(1)

A person may institute legal proceedings against or on behalf of a limited liability partnership by instituting proceedings by or against one or more of the general partners of a limited liability partnership.

(2)

A limited liability partner of a limited liability partnership shall not be sued or be a party to or against the legal proceedings involving a general partner or limited liability partnership.

(3)

Notwithstanding subregulation (2), where the court considers it just and equitable, any person or general partner shall have the right to apply to court for an order that a limited liability partner be added or joined or otherwise sued, if it is proved that the limited liability partner is liable under section 52 (3) of the Act. (4) A limited liability partner may bring an action on behalf of a limited liability partnership if any one or more of the general partners with authority to do so have, without cause, failed or refused to institute legal proceedings.

17. Cessation of business of limited liability partnership
(1)

A limited liability partnership may cease to carry on business in accordance with the provisions of the partnership agreement- (a) at a time or upon the occurrence of any event specified in the partnership agreement; and (b) unless otherwise specified, upon the passing of a resolution of cessation of business supported by all the general partners and at least two-thirds of the limited liability partners. (2) Upon the completion of the cessation of business of a limited liability partnership, the general partner or other person appointed to supervise the cessation of business of a limited liability partnership shall file a notice of cessation of business with the Registrar and publish the notice in the newspaper of wide circulation as the Registrar may direct.

(3)

A limited liability partnership shall not be deemed to have ceased carrying on business unless the notice referred to in subregulation (2), has been filed with the Registrar and published in a newspaper of wide circulation in Uganda.

Part III

18. Register of firms
(1)

The Registrar shall maintain a register of registered firms, including limited liability partnerships.

(2)

The register referred to under subregulation (1), shall contain-

(a)

the business name of the firm or limited liability partnership;

(b)

the registration number;

(c)

details, including the name, nationality and address of the partners;

(d)

the category of the firm or partnership;

(e)

the nature of the business of the partnership or firm; and

(f)

any other information as the Registrar may determine.

(3)

A person who wishes to obtain an extract from the register shall apply to the registrar to conduct a search in the register, upon payment of the fees specified in the Partnership (Fees) Regulations, 2024.

19. Firm records (1) A firm shall keep and maintain proper records of all the affairs of the firm, including the register of members, accounting records, agreements, memoranda, minutes, resolutions, decisions and other documents relating to the firm.

(2)

The firm records may be kept in hard copy or electronic form or in such manner as the partners shall determine.

(3)

Where the firm records are kept in electronic form or other form by means of a computer or other device, the firm shall ensure that there are adequate information security safeguards to protect the information.

(4)

The firm records shall be kept by the partnership for at least seven years from the date on which the record was created.

20. Disclosure of minor partner in documents
(1)

A firm which has a minor partner shall disclose this fact to every person dealing with the firm and in every document where the names of the partners are disclosed.

(2)

A firm which contravenes subregulation (1) commits an offence and is liable to pay a civil penalty of forty eight currency points for each day of non-disclosure.

21. Repudiation of partnership by minor
(1)

A notice by a minor repudiating the relationship of partnership under section 11 of the Act shall be in Form 5 set out in Schedule 2 to these Regulations.

(2)

A person giving notice under subregulation (1) shall file a copy of the notice with the Registrar.

22. Notice of death of partner
(1)

A firm shall give notice to the Registrar of the death of any person who was a partner in the firm.

(2)

The notice under subregulation (1) shall be in Form 6 set out in Schedule 2 to these Regulations.

23. Notice of variation of terms of partnership
(1)

Where there is a variation in the terms of a partnership, the firm shall notify the registrar of the variation.

(2)

The notice of variation shall be in Form 7 in Schedule 2 to these Regulations.

24. Application of Civil Procedure Rules The Civil Procedure

Rules shall apply to court matters under the Act and these Regulations

25. Notice of dissolution of partnership The

public notice required to be given under section 39 of the Act, upon the dissolution of a partnership or retirement of a partner, shall be in Form 8 set out in Schedule 2 to these Regulations in the case of dissolution and in Form 9 in the case of retirement.

26. Application to inspect statement filed with Registrar

An application to inspect a statement filed with the registrar shall be in Form 10 set out in Schedule 2 to these Regulations

27. Conversion of partnership
(1)

Where-

(a)

a limited liability partnership intends to convert into a general partnership; or

(b)

a general partnership wishes to convert into a limited liability partnership under section 57 of the Act, the firm shall file a statement in Form 11 set out in Schedule 2 to these Regulations.

(2)

The statement in subregulation (1) shall be accompanied with- (a) the certificate of registration of the firm; (b) a declaration that the firm is solvent;

(c)

consent of the other partners to the conversion.

(3)

The registrar shall, within fourteen days after the conversion publish a notice of the conversion in the Gazette and shall invite the public to make objections, if any.

(4)

Where there is no objection to the conversion of partnership, after the lapse of fourteen days from the date of publication of the notice of conversion in the Gazette, the Registrar shall convert the partnership and issue the appropriate certificate.

(5)

Where the Registrar receives an objection to the conversion of the partnership, the Registrar shall halt the conversion of the partnership and refer the parties to court.

28. Revocation of S.I. No. 15 of

2016 The Partnerships Regulations, 2016 are revoked SCHEDULES

Schedule 1

Regulation 2

Currency Point

A currency point is equivalent to twenty thousand shillings.

--------

Schedule 2 - Forms Regulation 5(2) STATEMENT FOR REGISTRATION OF LIMITED LIABILITY PARTNERSHIP (Under section 50 of the Partnerships Act and regulation 5 of the Partnerships Regulations, 2025)

Part I

1. Name of limited liability partnership ……………………………………………………………………

The text of this section isn't in the consolidation we hold — see the original PDF above.

2. General nature of business …………………………………………………………………… ……………………………………………………………………

The text of this section isn't in the consolidation we hold — see the original PDF above.

Part II

3. Principal place of business ………………………………………………………………… ……………………………………………………………………

The text of this section isn't in the consolidation we hold — see the original PDF above.

4. Full names and addresses of the

partners …………...……………………………………………………..…… ……………………………………………………..……………...…

Part III

5. The liability of the partners is

limited to- ………………………………………………………………………

Part IV

1. 2

The text of this section isn't in the consolidation we hold — see the original PDF above.

3. 4

The text of this section isn't in the consolidation we hold — see the original PDF above.

5. 6

The text of this section isn't in the consolidation we hold — see the original PDF above.

7. 8

Dated this…………day of……..……20………..…………………… ……………………………… ………..…….………… Name of partner Signature of partner

Dated this … day of………………20……….……………………… ………………………………. ………….………… Name of partner Signature of partner

Dated this ……… day of ………………20………..…………

………………………… …………………………… Name of partner Signature of partner

Regulation 7(2)

CERTIFICATE OF REGISTRATION OF LIMITED LIABILITY PARTNERSHIP (Under section 50 of the Partnerships Act and regulation 7 of the Partnership Regulations, 2025)

This is to certify that ……………………………………….. (insert name of partnership which must include the abbreviation "LLP" at the end of the name) has this day been registered as a limited liability partnership in accordance with the Partnerships Act.

Dated at Kampala this……..day of…… 20………

……………………………… Registrar

Regulation 8(2)

STATEMENT OF CHANGE IN PARTICULARS OF LIMITED LIABILITY PARTNERSHIP (Under section 51 of the Partnerships Act and regulation 8 of the Partnerships Regulations, 2025) To the Registrar

TAKENOTICEthattheparticularsof…………………..……………… (name of the limited liability partnership) have changed as follows: (a) ……………………………………………………… ……………………………………………………… ………………………………………………………

(b)

……………………………………………………… ……………………………………………………… ………………………………………………………

(c)

……………………………………………………… ……………………………………………………… ………………………………………………………

Dated this ……… day of…………………20..……………

………………………… ………………………… Name of partner Signature of partner

Regulation 8(4)

CERTIFICATE OF CHANGES IN PARTICULARS OF LIMITED LIABILITY PARTNERSHIP (Under section 51 of the Partnerships Act and regulation 8 of the Partnerships Regulations, 2025)

I certify that ……………………………………… (insert name of partnership which must include the abbreviation "LLP" at the end of the name) has made changes in the particulars of the limited liability partnership as follows- ……………………………………………………………………… ……………………………………………………………………… ……………………………………………………………

Dated at Kampala this……….. day of………20……………

……………………... Registrar

Regulation 21

NOTICE BY MINOR REPUDIATING RELATIONSHIP OF PARTNERSHIP (Under section 11 of the Partnerships Act and regulation 21 of the Partnerships Regulations, 2025)

To ……………………………………………..….. ………………………………………………….

TAKE NOTICE THAT I, …………………… (insert name of minor) in accordance with section 11 of the Partnerships Act, and regulation 21 of the Partnerships Regulations, 2025 repudiate my partnership with …...…………………………………………………………………… ………………………(insert name of partner(s).

I also disclaim and relinquish all rights and obligations and liabilities accruing to me under the partnership.

Dated this……… day of………….. 20..……………….

………………………………………… Signature of minor partner

Regulation 22 (2)

NOTICE OF DEATH OF PARTNER (Under regulation 22 of the Partnerships Regulations, 2025)

To the Registrar

TAKE NOTICE that………………………………… (insert name of partner) who has been a partner in………..…………………………… (insert name of partnership) died on the …… day of………..20….

Dated this ………… day of ……………20..……………

….…………………….. …………………………………. Name of partner Signature of partner

Regulation 23(2)

NOTICE OF VARIATION OF TERMS OF PARTNERSHIP (Under section 21 of the Partnerships Act and regulation 23 of the Partnerships Regulations, 2025)

To the Registrar

TAKE NOTICE that by the agreement and consent of all the partners, the terms of …………………………….……..(insert the names of the partnership) partnership have been varied as follows:

(a)

…………………………………………………………………

(b)

…………………………………………………………………

(c)

…………………………………………………………………

(d)

…………………………………………………………………

(e)

…………………………………………………………………

Dated this ………… day of …………………20..…………… …

………………………….. …….………………………….. Name of partner Signature of partner

Regulation 25

NOTICE OF DISSOLUTION OF PARTNERSHIP (Under section 39 of the Partnerships Act and regulation 25 of the Partnerships Regulations, 2025)

The general public is hereby notified that ……………… …………………(insert name of partnership) was dissolved on the..… day of …… 20…….

Dated this ………… day of …………20..…………………

………………………. …………….…………. Name of partner Signature of partner

Regulation 25

NOTICE OF RETIREMENT OF PARTNER

(Under section 39 of the Partnerships Act, and regulation 8 of the Partnerships Regulations, 2025)

The general public is hereby notified that………………………… (insert name of partner) who was a partner, retired from the partnership on the …………. day of……………………20….

Dated this ………….day of ……………………20..………..

…………………… ……….………………… Name of partner Signature of partner

Regulation 26

APPLICATION TO INSPECT STATEMENT FILED WITH REGISTRAR (Under section 56 of the Partnerships Act and regulation 26 of the Partnerships Regulations, 2025)

1. Name of applicant

…………………………………………………………………… …………………………………………

2. Address of applicant

…………………………………………………………………… …………………………………………………………………… ……

3. Nature of statement to be inspected (give details)

……………………………………………………………………… ……………………………………………………………………… ……………………………………………………………………… ………………………………………

…………………………………………… Signature of applicant

Regulation 27 (1) (b)

STATEMENT OF INTENT OF CONVERSION OF PARTNERSHIP (Under section 57 of the Partnerships Act and regulation 27 of the Partnerships Regulations, 2025) To the Registrar TAKE NOTICE that the partners of Limited Liability Partnership/ General Partnership (delete whichever is inapplicable) with Registration Certificate No……… intend to convert the Limited Liability Partnership into a General Partnership / the General Partnership into a Limited Liability Partnership (delete whichever is inapplicable) and hereby apply to convert the Limited Liability Partnership into a General Partnership/ General Partnership into Limited Liability Partnership (delete whichever is inapplicable) and accordingly surrender the Registration Certificate to enable the conversion in accordance with section 57 of the Partnerships Act.

Dated this ……day of ………………..20..……………

…………………………… ………………...........………… Name of partner Signature of partner

NORBERT MAO, Minister of Justice and Constitutional Affairs.

Cross References Business Names Registration Act, Cap. 105 Business Names Registration Rules S.I. No. 109-1 Companies Act, Cap. 106 Partnerships Fees Regulation Rules 2024 S.I No 42 of 2024

Original Laws of Uganda consolidation (as at 14 March 2025) — public-domain legislation, consolidated by ULII / Laws.Africa (CC BY 4.0). This is a point-in-time text and may not reflect later amendments; confirm against the latest Uganda Gazette before relying on it.