Held, permission to appeal granted and appeal allowed. The general approach on the dissolution of a business partnership was that the value of the partnership assets would be realised and, after the discharge of the partnership’s liabilities, any surplus would be distributed between the partners pro rated to their respective partnership interests, and if any of the assets was incapable of being sold, its value would be brought into account by the partner who retained it. The rationale underlying that approach was that a sale on the open market would usually be the best means by which to achieve a full and fair value for the partnership assets. Notwithstanding the key principle that no partner could insist on taking the share of any other partner at a valuation or to insist on a division of the partnership assets in specie, the court nevertheless retained a discretion to take a different course in circumstances where a sale by auction would not serve the interests of justice as it would not maximise the value of the assets, or even if it would, it would unduly favour one of the parties or unduly disadvantage the other(s). However, that discretion was only to be exercised in exceptional circumstances. The types of cases in which exceptional circumstances had been found to exist, or where it had been envisaged there might be justification for departing from the general practice of ordering a sale were (i) where one partner had a very small stake in the partnership, and selling the partnership business as a going concern would create disproportionate injury to the majority partner(s) and/or to third parties such as customers of the business, (ii) where a sale in the open market was obviously not going to maximise the value of anyone’s share in the partnership, because the assets were worth little or nothing if sold separately from the goodwill, and selling both together would be disproportionate, (iii) where, even if its terms were breached, the partnership agreement made provision for a buy-out on termination of the partnership, or it could properly be inferred that this was what the contracting parties intended, and (iv) (possibly) where it was established that one partner intended to use the auction process to drive up the price artificially, to the detriment of the other partner who wanted to buy the property. However, that discretion had not been exercised, or even recognised as arising, in the normal situation where the assets could be sold in the open market without creating any unfairness, and the partners were unable to agree on an alternative. Furthermore, it did not appear from the authorities that the wishes of one partner to acquire a property or certain of the properties held by the partnership, or their wish to continue running the partnership business, or even their willingness to buy out the other partner at a valuation based on the opinion of an independent expert, would alone suffice to take the case into the exceptional category to justify exercise of the discretion. Similarly, it would not be enough in itself for one partner to complain that the other partner had more money or greater liquidity, and therefore would be more likely to outbid them for any property they both wished to acquire. Rather, so long as a fair price could be achieved, it should not matter whether the purchaser was a third party or one of the former partners. In the present case, the judge erred in law by treating the court’s exceptional discretion as an overarching discretion to make whatever order it considered to be just, (even if there was nothing exceptional about the case, and a sale and on the open market would produce a just result) and not as a discretion to depart from the normal practice in circumstances when adopting that practice would not do justice between the parties. Had the judge correctly applied the principles, he would have refused the surviving partner’s application for the transfer of any of the properties to him in specie, since there were no circumstances that jusitfied taking that exceptional course. Accordingly, the judge’s order was set aside (paras 1, 5–6, 24–27, 28–32, , 36–48, 52, 63, 65, 70, 71, 72).