Functions are supposed to be utility kind of code which return some value whereas procedures can have side effects i.e. it changes some value in the database. SP can have IN/OUT parameters which means that more than one return value is possible.
A Procedure may or may not return a value.By default it wont return any thing.You have to make it return some value by the use of OUT or IN/OUT parameter.
Hi, Basically a stored proc can do everything that a function can but the opposite need not be true always. Like you cannot change the system date etc from a UDF but you can do it from a Stored Proc.
--Nilesh
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