Further Information and Instructions are on the following pages.

1) Purpose of Assignment

The purpose of this assignment is to provide an opportunity to develop the following skills:

1. Navigating legislation and identifying sections relevant to a particular issue;
2. Reading and interpreting sections of legislation;
3. Use the IRAC method to engage in preliminary legal problem solving in a commercial scenario; and
4. Referencing and footnoting using the Australian Guide to Legal Citation.

2) Using Legal Resources and Referencing

For this task you will need to obtain a copy of the Partnership Act 1891 (SA). This can be found at: https://www.legislation.sa.gov.au/LZ/C/A/PARTNERSHIP%20ACT%201891/CURRENT/1891.506. AUTH.PDF

For the purpose of this assignment these are the only resource you need to use. You do not need to research any other legislation or research any other case law.

You must correctly cite and footnote the legislation and cases in accordance with the Australian Guide to Legal Citation version 3 (AGLC v3). AGLC is a footnoting system. Please remember, if you are citing a case based on information from the textbook (i.e. you have not actually read the case), then your citation needs to reflect this – please refer to the AGLC guide.  Here is the Guide to the AGLC footnoting system.

SIMPLIFIED GUIDE TO THE AUSTRALIAN GUIDE TO LEGAL CITATION FOR BUSN10191

The Australian Guide to legal Citation version 3 (AGLC v3) is a footnoting and referencing system. For this assignment, you need to focus on correctly footnoting2 legislation and case law in accordance with this simplified guide. The entire AGLC guide is over 300 pages long. If you want further guidance, beyond this simplified guide, you can view and download the entire AGLC v3 here:

https://law.unimelb.edu.au/__data/assets/pdf_file/0007/1586203/FinalOnlinePDF-2012Reprint.pdf

FOOTNOTING LEGISLATION:

Legislation should be cited using the following format:
• [Title] then [Year] then [Jurisdiction] then [Pinpoint]

Here are some examples of how the legislation will appear in a footnote:

Corporations Act 2001 (Cth)
Work Health and Safety Act 2012 (SA)

If you are referring to a specific section or subsection, you must include a pinpoint reference. This is done as follows:

Corporations Act 2001 (Cth) s 12.
Work Health and Safety Act 2012 (SA) s 54(3).

FOOTNOTING CASE LAW:

Generally, case law should be cited using the following format:

• [Case Name] then [Year] then [Volume] then [Law Report Series] then [Starting Page] then [Pinpoint]

Here are some examples of how case law will appear in a footnote:

Alati v Kruger (1955) 94 CLR 216.
K-Generation Pty Ltd v Liquor Licensing Court (2007) 99 SASR 58.

However, if you do not actually locate and read the case, but instead relying on information about a case from a textbook3, you need to be clear that you are referring to a case as cited in a textbook. For example if you are referencing the case summary on page 543 of the textbook, you would cite it as follows:

1. Smith v Anderson (1880) 15 Ch D 247 as cited in Andy Gibson Business Law (Pearson, 10th ed, 2018), 543.

1 This guide is only intended for use by BUSN1019 students completing the Option B assignment.
2 This is a footnote.
3 Normally you should locate and refer directly to a case. However, for the purpose of this assignment only, this approach is acceptable.

1. 2.
2. 2.
3. 2.

USING IBID

“Ibid” should be used to refer to a source in the immediately preceding footnote. (AGLC rule 1.4.1).

For example, if you cite section 7 of the Partnership Act 1891 (SA) and then for the next footnote

you cite section 8 of the same Act, you footnotes should look like this:

Partnership Act 1891 (SA) s 7. Ibid s 8.

QUOTATIONS

Example of incorporating a short quotation
The court has previously construed ‘such provisions by reference to general principles rather than

by a textual analysis of individual enactments’4 (See there is a footnote at the bottom of the page) …

Example of incorporating a long quotation.

22—Construction that would promote purpose or object of an Act to be preferred

(1) Subject to subsection (2), where a provision of an Act is reasonably open to more than one construction, a construction that would promote the purpose or object of the Act (whether or not that purpose or object is expressly stated in the Act) must be preferred to a construction that would not promote that purpose or object.

(2) This section does not operate to create or extend any criminal liability.

1 A lawyer providing advice on this issue would of course research relevant case law as well, and consider all relevant legal issues and legislation, but you are not required to.

3) Scenario and Questions

Todd and Zac are best friends who both attend a university in Adelaide. Todd is a business student majoring in marketing and Zac is a science student majoring in chemistry.

Todd and Zac like beer and last year they decided to make their own home brew. Zac, using his own money, purchased a 50 litre micro-brew equipment set. Todd and Zac worked together to set up the equipment in Todd’s Dad’s shed and they created their first batch of beer. Their initial batch of home brew was actually quite good, and Zac then started experimenting with a range of different grains and fermenting processes. Zac discovered a way which he could use eucalyptus leaves to speed up the fermenting process and enhance the flavour of the beer. They entered their brew into the “Adelaide Extravaganza” home brew contest at the end of last year and won two awards: one for “best tasting beer” and another for “best brewing innovation”. Unfortunately, there was no prize money.

After winning the award, Todd started thinking about how they could turn their new beer into a big commercial success, and actively marketed the new beer, which he decided to call “Gum Drop Ale”. Zac was less interested in the business side of things but was happy to keep refining his recipe and the fermenting process. Zac thought Todd would eventually lose focus and was doubtful that Gum Drop Ale would be a big success. However, at the same time, Zac was quite happy to try to make some money doing something he enjoyed.

Over the summer break, they continued operating out of Todd’s Dad’s shed to refine the brewing process for commercialisation. In the first few weeks of the summer break, Zac spent most of his time in the shed working on the brewing process and doing experiments with eucalyptus and fermentation. Todd spent that time marketing and networking. For one such marketing venture, Todd gave free beer to all the guests at his brother-in-law’s office Christmas party. Todd’s brother-in-law, Denton, is a big shot lawyer. Both Todd and Zac attended the party.

At the Christmas party, Todd was approached by Klaus who is the director of a beer and wine distribution company. Klaus was interested in negotiating a supply contract with Todd, and arranged a meeting with Todd in January.

Todd, sensing a big commercial break, decided to lease a section of a warehouse to give the business

a professional feel and so that there was enough room to increase production. Todd entered into a one-year lease agreement, which he negotiated orally with the owner of the warehouse. Todd borrowed $10,000 from his Dad to pay a security bond, and three months’ rent in advance.

When Zac saw the new premises he said: “cool … our new lab ” but didn’t ask anything about the lease or rent. The next day Zac moved the brewing equipment and his laptop (which contained files outlining the brew recipe and formulas for his innovative fermentation process) to the warehouse.

At the end of January, a number of problems arose:

• –  Todd discovered that Zac had been selling some beer to Zac’s family and friends, and Zac had kept the money to himself. Todd confronted Zac on this. Zac responded by saying: “It’s my invention I can do what I want … you don’t own me.”
• –  Unfortunately, the negotiations with Klaus fell through and Todd wasn’t able to strike a deal. The business didn’t have enough money to pay the rent.
• –  Zac and Todd received a letter from Denton’s law firm informing them that they were being sued for $50,000. It turns out that the beer supplied at Denton’s office Christmas party was defective, and all the guests got sick. Denton suffered reputational loss and is blaming Todd and Zac. 
After all this, Zac decided that he no longer wanted to take part in the business. Zac met with Todd at the warehouse and said: 
“Sorry bro … but I am totally over this …. I am out.” Todd was furious and responded: 
“You can’t do that, we have rent and bills to pay. I can’t cover these expenses without your help …. You can’t just quit!” 
Zac ignored him and started loading the brewing equipment and laptop into his car. While this was happening, Todd yelled at Zac and said: 
“that property belongs to the business, you can’t just take it. At least give me a copy of the

recipe and formulas!”

Zac continued to ignore Todd, finished loading his car, made a rude gesture at Todd and then drove off.

Zac and Todd are not best friends anymore.
…
Based on this information, you need to use the IRAC method to answer each of these questions:

1. Does a partnership between Todd and Zac exist? In the “A- Analysis/Application” part of your answer, make arguments both for and against the existence of a partnership.

For questions B-F, you should assume that a partnerships does exist.

1. Is Zac entitled to the money from the beer he had been selling? 

2. Who is liable to pay the outstanding rent? 

3. If Denton successfully sues1 Zac and Todd, who is liable to pay the compensation? 

4. Can Zac leave the partnership in the way he did? 

5. Is the brewing equipment, Todd’s laptop, and recipe and formula partnership property? 


4) Hints

• –  Answer each question separately using the IRAC method
• –  The “Issues” have been broadly identified for you in the questions. You need to think about 
how to clearly phrase them in your answer and also what facts are relevant to those issues.
• –  Before attempting to answer the questions, read the Partnership Act and identify the 
relevant sections. You should start with the relevant legislation. Case law can be added to 
the analysis where it assists with your interpretation of the legislation.
• –  Do not quote large sections of the legislation or cases. As a guide, only quote the most 
pertinent aspects. You should keep long quotations (three lines or more) to a minimum. 
1 You do not need to address the issue of whether Denton can successfully sue Todd and Zac. For the purpose of this question please assume that he can. You can also assume that Todd and Zac do not have any insurance which would cover them against the claim.

• –  Please have a look at the marking rubric on the following page. Your assignment will be marked in accordance with this guide.
• –  Word Limit Breakdown Guideline:
o QuestionA–Approx.500words
o QuestionsB-F–Approx.200wordseach
• –  Please also remember that references in the footnotes are not included in the word-count.