Kaufmann v. Kaufmann

Citations

• 222 Pa. 58
• 70 A. 956
• 1908 Pa. LEXIS 659

Syllabus

<p>Partnership — Purchase of deceased partner’s interest — Appraisement of value of interest — Equity—Pleading—Demurrer.</p> <p>Where articles of copartnership provide that in ease of the death of one of the partners, the survivors shall have the option to purchase the deceased partner's interest at a valuation to be ascertained in a manner specifically set forth in the articles, a court of equity has no power to change the method of valuation merely because the good will of the business has enormously increased in value since the date of the articles, and because the method of valuation therein prescribed would lead to inequitable results.</p> <p>Where articles of copartnership provide that surviving partners shall have the option to purchase and take over the interest of a deceased partner in a manner specified, and, upon the death of one of the partners, the surviving partners take over the deceased's interest in the way ■provided by the articles, a demurrer to a bill in equity charging them with having arbitrarily, and without right and unjustly seized upon the interest of the deceased, does not admit any illegal conduct on the part of the defendants, inasmuch as the averment in the bill is but an inference on the part of the plaintiffs that the defendants had acted illegally.</p> <p>A demurrer admits the facts fairly pleaded, but it does not admit argumentative conclusions or doubtful inferences from undisputed facts.</p> <p>Partnership — Participation in profits — Contribution of capital — Compensation for services.</p> <p>A mere participation in the profits of a business will not make the parties partners inter sese, whatever it may do as to third persons unless they so intended.</p> <p>A share in the profits of a business as a compensation for services does not constitute the person receiving such share a partner in the business.</p> <p>Where a partnership, consisting of four persons, enters into an agreement in writing with one of its employees, by which th