PARTNERSHIPS-DISSOLUTION-SUFFICIENCY OF NOTICE TO PRIOR CREDITORS

Authors

Paul M.D. Harrison S.Ed., University of Michigan Law SchoolFollow

Abstract

Plaintiff brought suit on account for merchandise sold and delivered, alleging that the defendants were liable as partners. The defendants admitted that they had dealt with the plaintiff while they were a partnership, but averred that a corporation was formed which took over the partnership and that the merchandise in question had been purchased by the corporation. The trial judge instructed the jury that plaintiff must have notice or knowledge of the dissolution of the partnership to relieve defendants of personal liability, and that mere notice of the formation of the corporation was immaterial. Held, judgment for plaintiff affirmed. "The cases show that the notice may be an express notice or may be implied from the circumstances. However obtained, it must be sufficient to amount to actual knowledge where one who has been dealing with a firm before dissolution is involved." Letellier-Phillips Paper Co. v. Fiedler, (Tenn. App. 1949), cert denied (Tenn. 1949) 222 S.W. (2d) 42.