- 11 - the usual way the business of the partnership of which he 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 he is dealing has knowledge of the fact that he has no such authority. A partner who deals with third persons without notice of any lack of authority, binds the other partners “if the transaction be such as the public may reasonably conclude is directly and necessarily embraced within the partnership business as being incident or appropriate to such business according to the course and usage of conducting it." Cummings v. Nordmark, 438 P.2d 605, 606 (Wash. 1968) (quoting Merrill v. O’Bryan, 93 P. 917, 918 (Wash. 1908)). Whether a partner is within the scope of his authority is a question for the trier of fact. Dowling v. Exchange Bank, 145 U.S. 512 (1892); Cummings v. Nordmark, supra at 606. Respondent also relies on Amesbury Apartments, Ltd. v. Commissioner, supra, a case in which we held valid a consent to extend the assessment period that was signed for the partnership by an accountant. The accountant signed the consent based on a power of attorney authorizing him to represent that partnership before the Internal Revenue Service, including the power to extend the period for assessment with respect to the partnership. The power of attorney had been signed by one of two general partners, who was not the TMP.Page: Previous 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 Next
Last modified: May 25, 2011