Company entering into partnership: permitted only if company constitution expressly authorises it, otherwise prima facie ultra vires.

An incorporated company may enter into a partnership only if its memorandum and articles of association expressly authorise such participation; absent such authorisation the company's entry into a partnership is prima facie ultra vires. Even where authorised, the company must adopt special articles to address anomalies and difficulties in applying many provisions of the Partnership Act to partnerships that include corporate partners, and registration authorities should examine corporate constitutions for such authorising and remedial provisions.

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