Ceci n’est pas une personne morale: Handelsbolagets tveksamma status som juridisk person

Partnerships in Swedish law (handelsbolag) are traditionally classified as legal persons. This article takes issue with the classification. As liability for what is done in the name of a partnership is not limited to the property of the partnership itself, but the partners answer personally for claims made against the partnership, the limitation of liability to one's own person that otherwise prevails does not exist in the case of a partnership. Nor does a partnership speak with only one voice, but is represented by each partner individually and independently, without there being any mandatory co-ordination mechanisms between the partners. There are several more arguments against classifying partnerships as legal persons presented in the article. It is, instead, suggested that partnerships be classified as special funds (särförmögenheter) within the property of each partner, with the property of the partnership consisting of what the partners own jointly in the name of the partnership. Removing partnerships from the group of legal persons recognised in Swedish law, and declaring them to be special funds instead, would make it easier to comprehend the particularities of partnerships in Swedish law as associations, would make the concept of a legal person in Swedish law internally more consistent, and opens up for a corresponding classification also of State Authorities as special funds under the State.