1997 Minnesota Statutes

     323.15 Partner by estoppel.  

    Subdivision 1.    Representations.  When a person, by 
 words spoken or written or by conduct, makes, or consents to 
 another's making, a representation to any one that the person is 
 a partner in an existing partnership or with one or more persons 
 not actual partners, the person represented to be a partner is 
 liable to one to whom such representation has been made, who 
 has, on the faith of such representation, given credit to the 
 actual or apparent partnership, and if the person represented to 
 be a partner has made such representation or consented to its 
 being made in the public manner, such a person is liable to the 
 one giving credit, whether the representation has or has not 
 been made or communicated to the one giving credit by or with 
 the knowledge of the person represented to be a partner: 

    (1) When a partnership liability results, the person 
 represented to be a partner is as liable as though an actual 
 member of the partnership; 

    (2) When no partnership liability results, the person 
 represented to be a partner is liable jointly with the other 
 persons, if any, so consenting to the contract or representation 
 as to incur liability, otherwise separately.  

    Subd. 2.    Agent.  When a person has been thus 
 represented to be a partner in an existing partnership, or with 
 one or more persons not actual partners, the person represented 
 to be a partner is an agent of the persons consenting to such 
 representation to bind them to the same extent and in the same 
 manner as though the person represented to be a partner were a 
 partner in fact, with respect to persons who rely upon the 
 representation.  Where all the members of the existing 
 partnership consent to the representation, a partnership act or 
 obligation results; but in all other cases it is the joint act 
 or obligation of the person acting and the persons consenting to 
 the representation.  

    HIST: (7399) 1921 c 487 s 16; 1986 c 444