§ 323A.0301 — Partner Agent of Partnership
Plain-Language Summary
Every partner acts as an agent for the partnership in its ordinary business. If a partner does something in the normal course of business, it binds the partnership, unless the partner had no authority and the other party knew it. Actions outside the ordinary course of business only bind the partnership if the other partners authorized them.
323A.0301 PARTNER AGENT OF PARTNERSHIP.
Subject to the effect of a statement of partnership authority under section 323A.0303:
(1) Each partner is an agent of the partnership for the purpose of its business. An act of a partner, including the execution of an instrument in the partnership name, for apparently carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership, unless the partner had no authority to act for the partnership in the particular matter and the person with whom the partner was dealing knew or had received a notification that the partner lacked authority.
(2) An act of a partner which is not apparently for carrying on in the ordinary course the partnership business or business of the kind carried on by the partnership binds the partnership only if the act was authorized by the other partners.
History:
NOTE: This chapter was formerly codified as sections 323A.1-01 to 323A.12-03. See Minnesota Statutes 2002. The chapter was recodified in 2004 as sections 323A.0101 to 323A.1203. The recodification is arranged in the same sequence as the original codification.
History: History: 1997 c 174 art 3 s 12