Massachusetts Agencies

Authority to Convey


Section 25 of the Uniform Partnership Act needs to be reconciled with sections 9 and 10. Section 10 states:

(4) Where title to real property is in the name of . . . all the partners . . . a conveyance executed by a partner . . . in his own name, passes the equitable interest of the partnership, provided the act is one within the authority of the partner under the provisions of paragraph (1) of section 9. (Emphasis added).

Paragraph (1) of section 9 states:

(1) Every partner is an agent of the partnership for the purpose of its business, and the act of every partner . . . for apparently carrying on in the usual way the business of the partnership . . . 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.

Assuming that the grantee in any particular conveyance had no knowledge of the lack of authority of the partner acting an instrument executed by less than all the partners will be deemed good. Generally, an affidavit from the grantee is obtained under Massachusetts Conveyancers' Association Title Standard No. 44.