[Partnership Agreement] Rufus, Sven, and Igor are partners in a Health Club. They executed a partnership agreement ten years ago. Rufus and Sven want to grow the company and approach Igor with their ideas. First, they want to add two partners into the partnership who have extensive capital. Second, they want to move the club into a new direction, by adding a restaurant and a casino. Third, they want to purchase new exercise equipment from SportsCo. Igor doesn't want to add new partners and despises the idea of adding the restaurant and casino. Igor agrees that new equipment is needed, but insists they continue to purchase equipment from HealthCo. Rufus and Sven tell Igor, that he's outvoted and also tell him they want to revise the partnership agreement's provision regarding mandatory retirement.
-Can the two potential new partners be added to the partnership without Igor's vote in favor of doing so?
A) Yes, because there is a majority vote in favor of the admission of new partners.
B) No, because there is no unanimous vote in favor of the admission of new partners.
C) No, because there is no 4/5 vote in favor of the admission of new partners.
D) Yes, but only if all material facts about the new partners have been disclosed to Igor.
E) Yes, because the two potential partners will bring significant capital into the partnership.

Question

Quizplus · Accepted Answer

In most jurisdictions, the admission of new partners into an existing partnership requires the unanimous consent of all current partners, unless the partnership agreement specifies otherwise. Since Igor does not agree to the addition of new partners, they cannot be added without his consent.

[Partnership Agreement] Rufus, Sven, and Igor Are Partners in a Health