178.06 Partners are agents of partnership.
178.06
178.06 Partners are agents of partnership.178.06(1)
(1) Every partner is an agent of the partnership for the purpose of its business, and the act of every partner, including the execution in the partnership name of any instrument, for apparently carrying on in the usual way the business of the partnership of which the partner is a member binds the partnership, unless the partner so acting has in fact no authority to act for the partnership in the particular matter, and the person with whom the partner is dealing has knowledge of the fact that the partner has no such authority.178.06(2)
(2) An act of a partner which is not apparently for the carrying on of the business of the partnership in the usual way does not bind the partnership unless authorized by the other partners.178.06(3)
(3) Unless authorized by the other partners or unless they have abandoned the business, one or more but less than all of the partners have no authority to do any of the following:178.06(3)(a)
(a) Assign the partnership property in trust for creditors or on the assignee's promise to pay the debts of the partnership.178.06(3)(b)
(b) Dispose of the goodwill of the business.178.06(3)(c)
(c) Perform any other act which would make it impossible to carry on the ordinary business of the partnership.178.06(3)(d)
(d) Confess a judgment.178.06(3)(e)
(e) Submit a partnership claim or liability to arbitration or reference.178.06(4)
(4) No act of a partner in contravention of a restriction on the partner's authority shall bind the partnership to persons having knowledge of the restriction.178.06 - ANNOT.
History: 1993 a. 482; 1997 a. 35.178.06 - ANNOT.
When one partner repeatedly entered into renewals of an employment contract with a pharmacist to operate a drug store without objections by the other partners, the contract was valid even though highly favorable to the employee, so long as the partner received no personal benefit that the other partners did not share. Reliable Pharmacy v. Hall, 54 Wis. 2d 191, 194 N.W.2d 596 (1972).178.06 - ANNOT.
When a partner's actions in real estate a transaction on behalf of a partnership fall within the express provisions of s. 178.06 (1), a partner who acts on behalf of the partnership is "an agent of the partnership" and s. 178.06 (1) controls. When the partner's actions do not fall within those provisions, the partner "purports to act as an agent," and s. 706.03 controls. Wyss v. Albee, 193 Wis. 2d 101, 532 N.W.2d 444 (1995).