Difference Between: Partnership vs Joint Venture
Similarities: Joint Control
Difference: Distinction between partnership and Joint Venture
“Partnership means an association of two or more persons to carry on as coowners a business for profit formed under Section 16202, predecessor law, or comparable law of another jurisdiction, and includes, for all purposes of the laws of this state, a registered limited liability partnership, and excludes any partnership formed under Chapter 2 (commencing with Section 15501), Chapter 3 (commencing with Section 15611), or Chapter 5.5 (commencing with Section 15900).” California Corporation Code Section 16101.
Joint Venture Definition
In California, “[a] joint venture is ‘an undertaking by two or more persons jointly to carry out a single business enterprise for profit.’” Weiner v. Fleischman (1991) 54 Cal.3d 476, 482. “A joint venture has been defined in various ways, but most frequently perhaps as an association of two or more persons who combine their property, skill or knowledge to carry out a single business enterprise for profit.” Holtz v. United Plumbing and Heating Co. (1957) 49 Cal.2d 501, 506.
Each of the members of a joint venture, and the joint venture itself, are responsible for the wrongful conduct of a member acting in furtherance of the venture.
…A joint venture exists if all of the following have been proved:
- Two or more persons or business entities combine their property, skill, or knowledge with the intent to carry out a single business undertaking;
- Each has an ownership interest in the business;
- They have joint control over the business, even if they agree to delegate control; and
- They agree to share the profits and losses of the business.
A joint venture can be formed by a written or an oral agreement or by an agreement implied by the parties’ conduct.
California Jury Instruction CACI 3712, the jury is instructed as follows:
A joint venture is ‘an undertaking by two or more persons jointly to carry out a single business enterprise for profit.’ ” (Weiner v. Fleischman (1991) 54 Cal.3d 476, 482.
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