{"formats":[{"name":"JSON","format":"json","url":"\/downloads\/2025\/code-json\/50-73.98.json"},{"name":"Plain Text","format":"text","url":"\/downloads\/2025\/code-text\/50-73.98.txt"},{"name":"XML","format":"xml","url":"\/downloads\/2025\/code-xml\/50-73.98.xml"},{"name":"HTML","format":"html","url":"\/downloads\/2025\/code-html\/50-73.98.html"}],"law_id":86574,"edition_id":1,"section_id":86574,"structure_id":15631,"section_number":"50-73.98","catch_line":"Liability of purported partner","history":"1996, c. 292.","full_text":"A\n\nIf 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\n\nIf 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\n\nA person is not liable as a partner merely because the person is named by another in a statement of partnership authority.D\n\nA 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\n\nExcept as otherwise provided in subsections A and B, persons who are not partners as to each other are not liable as partners to other persons.","order_by":null,"text":{"0":{"id":310087,"text":"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.","type":"section","prefixes":["A"],"prefix":"A","entire_prefix":"A","prefix_anchor":"A","level":1,"next_prefix":"B"},"1":{"id":310088,"text":"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.","type":"section","prefixes":["B"],"prefix":"B","entire_prefix":"B","prefix_anchor":"B","level":1,"prior_prefix":"A","next_prefix":"C"},"2":{"id":310089,"text":"A person is not liable as a partner merely because the person is named by another in a statement of partnership authority.","type":"section","prefixes":["C"],"prefix":"C","entire_prefix":"C","prefix_anchor":"C","level":1,"prior_prefix":"B","next_prefix":"D"},"3":{"id":310090,"text":"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.","type":"section","prefixes":["D"],"prefix":"D","entire_prefix":"D","prefix_anchor":"D","level":1,"prior_prefix":"C","next_prefix":"E"},"4":{"id":310091,"text":"Except as otherwise provided in subsections A and B, persons who are not partners as to each other are not liable as partners to other persons.","type":"section","prefixes":["E"],"prefix":"E","entire_prefix":"E","prefix_anchor":"E","level":1,"prior_prefix":"D"}},"ancestry":[{"id":15631,"edition_id":1,"name":"Relations of Partners to Persons Dealing With Partnership","identifier":"3","label":"article","depth":3,"order_by":1,"parent_id":12958,"metadata":{},"date_created":"2026-06-26 03:57:08","date_modified":"2026-06-26 03:57:08","permalink":{"id":234775,"object_type":"structure","relational_id":15631,"identifier":"3","token":"50\/2.2\/3","url":"\/50\/2.2\/3\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12958,"edition_id":1,"name":"Virginia Uniform Partnership Act","identifier":"2.2","label":"chapter","depth":2,"order_by":1,"parent_id":12957,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234691,"object_type":"structure","relational_id":12958,"identifier":"2.2","token":"50\/2.2","url":"\/50\/2.2\/","edition_id":1,"permalink":0,"preferred":1}},{"id":12957,"edition_id":1,"name":"Partnerships","identifier":"50","label":"title","depth":1,"order_by":1,"parent_id":null,"metadata":{},"date_created":"2026-06-26 03:44:04","date_modified":"2026-06-26 03:44:04","permalink":{"id":234229,"object_type":"structure","relational_id":12957,"identifier":"50","token":"50","url":"\/50\/","edition_id":1,"permalink":0,"preferred":1}}],"structure_contents":[{"id":78463,"structure_id":15631,"section_number":"50-73.91","catch_line":"Partner agent of partnership","url":"\/50-73.91\/","token":"50\/2.2\/3\/50-73.91","metadata":false},{"id":62308,"structure_id":15631,"section_number":"50-73.92","catch_line":"Transfer of partnership property","url":"\/50-73.92\/","token":"50\/2.2\/3\/50-73.92","metadata":false},{"id":59704,"structure_id":15631,"section_number":"50-73.93","catch_line":"Statement of partnership authority","url":"\/50-73.93\/","token":"50\/2.2\/3\/50-73.93","metadata":false},{"id":75044,"structure_id":15631,"section_number":"50-73.94","catch_line":"Statement of denial","url":"\/50-73.94\/","token":"50\/2.2\/3\/50-73.94","metadata":false},{"id":61175,"structure_id":15631,"section_number":"50-73.95","catch_line":"Partnership liable for partner's actionable conduct","url":"\/50-73.95\/","token":"50\/2.2\/3\/50-73.95","metadata":false},{"id":78386,"structure_id":15631,"section_number":"50-73.96","catch_line":"Partner's liability","url":"\/50-73.96\/","token":"50\/2.2\/3\/50-73.96","metadata":false},{"id":84681,"structure_id":15631,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","url":"\/50-73.97\/","token":"50\/2.2\/3\/50-73.97","metadata":false},{"id":86574,"structure_id":15631,"section_number":"50-73.98","catch_line":"Liability of purported partner","url":"\/50-73.98\/","token":"50\/2.2\/3\/50-73.98","metadata":false}],"previous_section":{"id":84681,"structure_id":15631,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","url":"\/50-73.97\/","token":"50\/2.2\/3\/50-73.97","metadata":false},"metadata":false,"official_url":"https:\/\/law.lis.virginia.gov\/vacode\/50-73.98\/","history_text":"

This law was first created in 1996. The record of its establishment is cataloged in chapter 292<\/a> of that year\u2019s edition of \u201cActs of Assembly,\u201d the annual state publication listing all changes made to the Code of Virginia in that year.<\/p>","references":[{"id":84681,"section_number":"50-73.97","catch_line":"Actions by and against partnership and partners","order_by":null,"url":"\/50-73.97\/"}],"refers_to":false,"permalink":{"id":234805,"object_type":"law","relational_id":86574,"identifier":"50-73.98","token":"50\/2.2\/3\/50-73.98","url":"\/50-73.98\/","edition_id":1,"permalink":0,"preferred":1},"url":"\/50-73.98\/","token":"50\/2.2\/3\/50-73.98","dublin_core":{"Title":"Liability of purported partner","Type":"Text","Format":"text\/html","Identifier":"\u00a7 50-73.98","Relation":"Code of Virginia"},"html":"\n\t\t\t\t\t\t

A.<\/span> If a person<\/span>, by words or conduct, purports to be a partner, or consents to being represented by another as a partner, in a partnership<\/span> or with one or more persons<\/span> not partners, the purported partner is liable to a person<\/span> to whom the representation is made, if that person<\/span>, relying on the representation, enters into a transaction with the actual or purported partnership<\/span>. If the representation, either by the purported partner or by a person<\/span> with the purported partner’s consent, is made in a public manner, the purported partner is liable to a person<\/span> who relies upon the purported partnership<\/span> even if the purported partner is not aware of being held out as a partner to the claimant. If partnership<\/span> liability results, the purported partner is liable with respect to that liability as if the purported partner were a partner. If no partnership<\/span> liability results, the purported partner is liable with respect to that liability jointly and severally with any other person<\/span> consenting to the representation. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

B.<\/span> If a person<\/span> is thus represented to be a partner in an existing partnership<\/span>, or with one or more persons<\/span> not partners, the purported partner is an agent of persons<\/span> 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<\/span> who enter into transactions in reliance upon the representation. If all of the partners of the existing partnership<\/span> consent to the representation, a partnership<\/span> act or obligation results. If fewer than all of the partners of the existing partnership<\/span> consent to the representation, the person<\/span> acting and the partners consenting to the representation are jointly and severally liable. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

C.<\/span> A person<\/span> is not liable as a partner merely because the person<\/span> is named by another in a statement<\/span> of partnership<\/span> authority. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

D.<\/span> A person<\/span> does not continue to be liable as a partner merely because of a failure to file a statement<\/span> of dissociation or to amend<\/span> a statement<\/span> of partnership<\/span> authority to indicate the partner’s dissociation from the partnership<\/span>. <\/i><\/a><\/p><\/section>\n\t\t\t\t\t\t

E.<\/span> Except as otherwise provided in subsections A and B, persons<\/span> who are not partners as to each other are not liable as partners to other persons<\/span>. <\/i><\/a><\/p><\/section>","plain_text":" CODE OF VIRGINIA\n\nLIABILITY OF PURPORTED PARTNER (\u00a7 50-73.98)\n\nA. If a person, by words or conduct, purports to be a partner, or consents to\nbeing represented by another as a partner, in a partnership or with one or more\npersons not partners, the purported partner is liable to a person to whom the\nrepresentation is made, if that person, relying on the representation, enters\ninto a transaction with the actual or purported partnership. If the\nrepresentation, either by the purported partner or by a person with the\npurported partner’s consent, is made in a public manner, the purported\npartner is liable to a person who relies upon the purported partnership even if\nthe purported partner is not aware of being held out as a partner to the\nclaimant. If partnership liability results, the purported partner is liable with\nrespect to that liability as if the purported partner were a partner. If no\npartnership liability results, the purported partner is liable with respect to\nthat liability jointly and severally with any other person consenting to the\nrepresentation.\n\nB. If a person is thus represented to be a partner in an existing partnership,\nor with one or more persons not partners, the purported partner is an agent of\npersons consenting to the representation to bind them to the same extent and in\nthe same manner as if the purported partner were a partner, with respect to\npersons who enter into transactions in reliance upon the representation. If all\nof the partners of the existing partnership consent to the representation, a\npartnership act or obligation results. If fewer than all of the partners of the\nexisting partnership consent to the representation, the person acting and the\npartners consenting to the representation are jointly and severally liable.\n\nC. A person is not liable as a partner merely because the person is named by\nanother in a statement of partnership authority.\n\nD. A person does not continue to be liable as a partner merely because of a\nfailure to file a statement of dissociation or to amend a statement of\npartnership authority to indicate the partner’s dissociation from the\npartnership.\n\nE. Except as otherwise provided in subsections A and B, persons who are not\npartners as to each other are not liable as partners to other persons.\n\nHISTORY: 1996, c. 292.","edition":{"id":1,"name":"2025","slug":"2025","date_created":"2026-06-21 22:39:22","date_modified":"2026-06-21 22:39:22","current":1,"order_by":1,"last_import":null}}