Massachusetts General Laws

Mass. Gen. Laws ch. 108A, § 9 (2026)

Partner as agent of partnership; authority

✓ current as of July 2026

Find cases: SyfertCases citing this section MAmalegislature.gov (official) JustiaChapter on Justia CornellLII Search CasesGoogle Scholar

Section 9. (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 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.

(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.

(3) Unless authorized by the other partners or unless they have abandoned the business, one or more but less than all the partners have no authority to:

(a) Assign the partnership property in trust for creditors or on the assignee's promise to pay the debts of the partnership,

(b) Dispose of the good will of the business,

(c) Do any other act which would make it impossible to carry on the ordinary business of the partnership,

(d) Confess a judgment,

(e) Submit a partnership claim or liability to arbitration or reference.

(4) No act of a partner in contravention of a restriction on his authority shall bind the partnership to persons having knowledge of the restriction.

Notes of Decisions

Cited in 15 cases, 1960–2004 · leading case: Kansallis Fin. Ltd. v. Fern, 659 N.E.2d 731 (Mass. 1996).

Sort: Relevance Newest Treatment

Kansallis Fin. Ltd. v. Fern, 659 N.E.2d 731 (Mass. 1996). · cites it 2× “See G. L. c. 108A, § 9 (1994 ed.) (Uniform Partnership Act) (partners are agents of the partnership); Restatement (Second) of Agency § 218 Title B, Torts of Servants, introductory note, fourth par.”

Williams v. Ely, 423 Mass. 467 (Mass. 1996). “Handling claims against the firm, hiring counsel to defend claims, considering litigation strategies, and agreeing to a tolling of the statute of limitations on behalf of current partners are all part of the “business of the partnership in the usual way” (G. L. c. 108A, § 9 [2]…”

Fed. Deposit Ins. v. Fordham (In Re Fordham), 130 B.R. 632 (Bankr. D. Mass. 1991). “Mass.Gen.L. ch. 108A, § 9 (Law.Coop.1985 & Supp.”

Robert Unger v. Comm'r of Internal Revenue, 936 F.2d 1316 (D.C. Cir. 1991). “Code § 15006(2) (same); Mass.Gen.Laws Ann. ch. 108A, § 25 (providing that partners own specific partnership property as tenants in partnership) with Cal.”

Swartz v. Schering-Plough Corp., 53 F. Supp. 2d 95 (D. Mass. 1999). “” Mass.Gen.L. ch. 108A, § 9(1) (1998). The Sehering Defendants’ third basis for dismissing the breach of contract claim, i.”

Lettich v. Kenway, 590 F. Supp. 1225 (D. Mass. 1984). “See M.G.L. c. 108A, § 9 (Uniform Partnership Act).”

Maker v. Bermingham, 592 N.E.2d 1339 (Mass. App. Ct. 1992). “G. L. c. 108A, § 9. Vermont Statutes Annotated tit.”

Ross v. Health & Ret. Props. Trust, 703 N.E.2d 734 (Mass. App. Ct. 1998). “2, is G. L. c. 108A, § 9(3)(e), which provides that “partners have no authority to .”

Carter v. Bowie, 736 N.E.2d 385 (Mass. 2000). “” Seizing on that reference to “partners,” and invoking the doctrine that partners are “agents” of the partnership, see G. L. c. 108A, § 9 (1), these defendants contend in the alternative that they are entitled to a tribunal as alleged “agents” of a licensed psychologist.”

Better Boating Ass'n v. BMG Chart Prods., Inc., 8 Mass. L. Rptr. 658 (Mass. Super. Ct. 1998). · cites it 2× “See G.L.c. 108A, §§9, 15. Thus, the partnership agreement imposed a fiduciary duty upon the defendants, and the defendants were aware that they could be subject to suit in Massachusetts were they to breach the partnership agreement.”

Berkshire Bank & Trust Co. v. Dukes, 404 N.E.2d 91 (Mass. App. Ct. 1980). · cites it 2× “G. L. c. 108A, § 9(1). Neither plaintiff’s complaint nor its affidavit contains any allegation that it took the note without knowledge or notice of the fact that Dukes’ written consent was required, see G.”

CHESWELL, INC. v. Premier Homes & Land Corp., 319 F. Supp. 2d 144 (D. Mass. 2004). “See Mass. Gen. L. ch. 108A, § 9(1). Moreover, Chesterfield did in fact assign the promissory note to Plaintiff.”

Show all 15 citing cases →

— Mass. Gen. Laws ch. 108A, § 9(1) — 5 cases

Swartz v. Schering-Plough Corp., 53 F. Supp. 2d 95 (D. Mass. 1999). “” Mass.Gen.L. ch. 108A, § 9(1) (1998). The Sehering Defendants’ third basis for dismissing the breach of contract claim, i.”

CHESWELL, INC. v. Premier Homes & Land Corp., 319 F. Supp. 2d 144 (D. Mass. 2004). “See Mass. Gen. L. ch. 108A, § 9(1). Moreover, Chesterfield did in fact assign the promissory note to Plaintiff.”

Nat'l Lumber Co. v. Damelio, 2003 Mass. App. Div. 72 (Mass. Dist. Ct., App. Div. 2003).

Berkshire Bank & Trust Co. v. Dukes, 404 N.E.2d 91 (Mass. App. Ct. 1980). “G. L. c. 108A, § 9(1). Neither plaintiff’s complaint nor its affidavit contains any allegation that it took the note without knowledge or notice of the fact that Dukes’ written consent was required, see G.”

Lunnin v. Eccelston Props., Ltd., 1994 Mass. App. Div. 129 (Mass. Dist. Ct., App. Div. 1994).

— Mass. Gen. Laws ch. 108A, § 9(3)(e) — 1 case

Ross v. Health & Ret. Props. Trust, 703 N.E.2d 734 (Mass. App. Ct. 1998). “2, is G. L. c. 108A, § 9(3)(e), which provides that “partners have no authority to .”

— Mass. Gen. Laws ch. 108A, § 9(4) — 1 case

Berkshire Bank & Trust Co. v. Dukes, 404 N.E.2d 91 (Mass. App. Ct. 1980). “G. L. c. 108A, § 9(1). Neither plaintiff’s complaint nor its affidavit contains any allegation that it took the note without knowledge or notice of the fact that Dukes’ written consent was required, see G.”

Annotations are extracted automatically from the opinions in the Syfert caselaw corpus and ranked by authority, recency, and treatment. Dots show Syfertize treatment of the citing case itself.