Sec. 34-329. Liability of purported partner.
Sec. 34-329. Liability of purported partner. (a) If a person, by words or conduct,
purports to be a partner or consents to being represented by another as a partner, in a
partnership or with one or more persons not partners, the purported partner is liable to
a person to whom the representation is made, if that person, relying on the representation,
enters into a transaction with the actual or purported partnership. If the representation,
either by the purported partner or by a person with the purported partner's consent, is
made in a public manner, the purported partner is liable to a person who relies upon the
purported partnership even if the purported partner is not aware of being held out as a
partner to the claimant. If partnership liability results, the purported partner is liable
with respect to that liability as if the purported partner were a partner. If no partnership
liability results, the purported partner is liable with respect to that liability jointly and
severally with any other person consenting to the representation.
(b) If a person is thus represented to be a partner in an existing partnership, or with
one or more persons not partners, the purported partner is an agent of persons consenting
to the representation to bind them to the same extent and in the same manner as if the
purported partner were a partner, with respect to persons who enter into transactions in
reliance upon the representation. If all of the partners of the existing partnership consent
to the representation, a partnership act or obligation results. If fewer than all of the
partners of the existing partnership consent to the representation, the person acting and
the partners consenting to the representation are jointly and severally liable.
(c) A person is not liable as a partner merely because the person is named by another
in a statement of partnership authority.
(d) A person does not continue to be liable as a partner merely because of a failure
to file a statement of dissociation or to amend a statement of partnership authority to
indicate the partner's dissociation from the partnership.
(e) Except as otherwise provided in subsections (a) and (b) of this section, persons
who are not partners as to each other are not liable as partners to other persons.
(P.A. 95-341, S. 20, 58.)
History: P.A. 95-341 effective July 1, 1997.