A comprehensive halachic guide to contemporary partnerships By Rabbi Yitzhak Grossman
The halachos governing Partnerships are primarily built upon three other areas of halachah: the laws of employees (po'alim), bailees (shomrim), and agents (sheluchin). Because of the varied sources, developing a comprehensive and consistent understanding of the halachos can be quite a challenge. Accordingly, the purpose of this study is to present an overview of the halachic rules of Partnerships, along with an analysis of its underlying principles.
A related goal is to compare and contrast the traditional halachah of partnerships with its secular counterpart. This helps guide those familiar with secular law on the significant divergences between it and halachah. References to secular law will be generally limited to American law, which in the area of partnerships is rooted in the Anglo-American common law tradition and supplemented by state laws[1], many of which are codifications of the Uniform Partnership Acts (UPA) of 1914 and 1997.[2] [By default, all references in this work to “secular” or “modern” law are to the aforementioned.]
It must be emphasized that much of this work concerns the default rules governing partnerships, while real-world partnership agreements often stipulate alternative arrangements.[3] Furthermore, arriving at the actual halachah regarding a specific partnership situation requires knowledge of prevailing customs; as R. Shmuel di Medina (Maharashdam) asserts, “the matter of partners is extremely dependent on the custom of the merchants”[4]. But while we will frequently refer to specific customs, our primary goal is the elucidation of the native, default halachah. As the Maharashdam continues: “everything is dependent on the customary practice of the merchants, but if the custom is not known, we need to know what the law provides”).[5]
References to the Tur, Shulchan Aruch, their commentaries, and Teshuvos, are to choshen mishpat siman 176, unless otherwise specified. References to Rambam, Ra'avad, Hagahos Maimoniyos and their commentaries are to Hilchos Sheluchin Ve'Shutafin, unless otherwise specified.
I am deeply grateful to R. Chaim Kohn and R. Ari Marburger of the Business Halacha Institute for commissioning this work, and for their consistent support throughout its gestation; to all those who have taught me, and with whom I have studied, choshen mishpat, over the years; to my rosh kollel, R. Menachem Winter, and the institution of the Greater Washington Community Kollel, for the very gracious material, institutional and personal support provided to me as a member and leader of the Kollel; to my parents R. Yehoshua and Miriam Grossman, and my in-laws Sam and Lillian Levine, for everything they do and have done for me and my wife throughout our lives; to my wife Chana Sara; and to Hashem.
[1]“Federal law plays a minimal role in partnership law”, with certain limited exceptions – see here.
[2]See here and here, and see here for the text of the final (1997) Act itself, as well as related resources.
[3]See Emanuel Quint, A Restatement Of Rabbinic Civil Law, Volume VI pp. 7-8. I am indebted to my father for bringing this work to my attention and for providing me with a copy thereof.
[4]Shut. Maharashdam siman 168 s.v. Teshuvah.
[5]Maharashdam ibid.