Law School Case Brief
Putnam v. Shoaf - 620 S.W.2d 510 (Tenn. Ct. App. 1981)
The right in "specific partnership property" is the partnership tenancy possessory right of equal use or possession by partners for partnership purposes. This possessory right is incident to the partnership and the possessory right does not exist absent the partnership. The possessory right is not the partner's "interest " in the assets of the partnership. Tenn. Code Ann. § 61-1-124. The real interest of a partner, as opposed to that incidental possessory right before discussed, is the partner's interest in the partnership which is defined as his share of the profits and surplus and the same is personal property. Tenn. Code Ann. § 61-1-125. Therefore, a co-partner owns no personal specific interest in any specific property or asset of the partnership. The partnership owns the property or the asset. Tenn. Code Ann. § 61-1-107.
The administrator filed a claim against succeeding partners to one half of certain funds that were paid into a court fund as a result of a judgment in favor of the partnership in its forgery action against a third party. The trial court dismissed the claim and the administrator sought review.
Is the administrator entitled to recover part of the fund from the partnership asset?
The court affirmed the findings of the trial court. The court held that the evidence of the previous partner's quitclaim deed showed that the intent of the previous partner was to convey the interest that she owned, which was her share of the profits and surplus. The court held that the asset that the partnership possessed in its claim against the banks was a partnership asset and not the personal assets of the individual partners. Therefore, the court ruled that this matter was not about mutual mistake but one of mutual ignorance for which the administrator was not entitled to recover.
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