Repository: Monmouth County Archives

Series Number: 8300

Title: Partnership Agreements & Co-Partnership Agreements

Dates: Partnerships: May 2, 1933 - July 16, 1981

Quantity: 4.7 cubic feet

Dates: Co-Partnerships: November 18, 1933-November 8, 1962

Quantity: .1 cubic ft. (one folder)

History

Records transferred by M. Claire French, Monmouth County Clerk, to the Monmouth County Archives in 2001 (Accession 2001-05).

This record series consists of partnership agreements and co-partnership agreements filed through the Monmouth County Clerk’s Office from May of 1933 until July of 1981. Such agreements had been filed with the Clerk’s Office as early as 1850. These earlier agreements were haphazardly noted in ledger books, and no real formalized way of documenting these types of agreements was established until 1906. Co-partnerships were initially kept isolated from the standard partnership agreements and recorded in a separate ledger book. By the mid-1930s partnerships and co-partnerships were all recorded in the same manner within the County Clerk’s Office using the standard partnership ledgers. Deviations from this process exist, but they are minimal in quantity. This explains why this particular co-partnership collection extends until 1962.

In 1906, any individual or group of individuals forming a partnership or limited partnership became regulated by the New Jersey state legislature. “An Act to Regulate the Use of Business Names, approved May 17, 1906,” required such businesses to file a statement in the Office of the County Clerk in the County where the business transacted or conducted business. The statement had to include the full name of the business, the nature of the business, and the full names and residences of all partners. The County Clerk was required to keep an alphabetical index of each business recorded.

Partnership agreements from 1850 to 1933 can only be found in recordings within ledger books at the County Clerk’s Office. By late 1933, agreements were not only recorded in these ledger books, but copies of the actual agreements were also retained and filed by the County Clerk’s Office. In the 1980s, the State of New Jersey took over the responsibility of recording partnership agreements. This collection of partnership agreements reflects this changeover, as it only goes up until 1981.

Despite the State being responsible for the filing of all partnership agreements, the County Clerk’s Office continues to accept partnership agreements when necessary. In this case, the records are accordingly sent to the State for proper filing. This explains why the ledger books and partnerships’ index reflects partnership agreements up until 1996. In October of 1996, the County Clerk’s Office began using computer software to input this information. The data is minimal in this database because of the State’s main role in the partnership filing process.

According to Title 42:1A-2 of the New Jersey Statutes, “partnership agreement” means the agreement, whether written, oral, or implied, among the partners concerning the partnership, including amendments to the partnership agreement These partnerships agreements were filed in accordance with the New Jersey Uniform Partnership Act or the New Jersey Limited Partnership Act depending on the structure of the given partnership.

Title 42:1A-15 explains what may be included in a typical partnership agreement: the name of the partnership; the street address of its chief executive office and of one office in this State, if there is one; the names and mailing addresses of all of the partners or of an agent appointed and maintained by the partnership; the names of the partners authorized to execute an instrument transferring real property held in the name of the partnership; and it may state the authority, or limitations on the authority, of some or all of the partners to enter into other transactions on behalf of the partnership and any other matter. These particular partnership agreements contain information of this nature.

Scope and Content Note

This series consists of partnership agreements from 1933-1981. The bulk of the collection ranges from 1945-1981, with partnership agreements from the 1930s and early 1940s being very minimal and sporadic. The co-partnerships are contained within one separate folder with records beginning in 1933 and ending in 1962. The collection is arranged chronologically by the date when the records were filed by the County Clerk’s Office. This chronological order also corresponds to the way in which these agreements were originally recorded by the County Clerk’s Office within ledger books. The book number and page number serve as another means of identifying the individual agreements.

Most of the documents concern the establishment of the partnership. However, documents concerning dissolutions of previously formed partnerships are also included as well as amendments to agreements. These dissolutions are filed in the same manner, chronologically by the date the document was filed in the Clerk’s Office. The ledger books located in the Clerk’s Office contain cross-references to these dissolutions within the original partnership agreements to enable users to locate the various dissolutions in other books.

While the content and complexity varies in each individual partnership agreement, most of the statements include the full name of the business, the nature of the business, the full names and residences of all partners, the terms of the partnership, the capital of the partnership, and the dates the partnerships were formed.

The purposes of the formation of partnership agreements are diverse and fascinating. Partnership agreements from the 1930s are minimal which might relate to the fact that the country was experiencing the Great Depression; new business ventures were less likely during this time of hardship. Moreover, the population was only about 150,000, less than half of what it became by 1960, so the economy was limited. The partnerships that did form during this time were mostly agricultural in nature. Small businesses and shops also are typical of the agreements from this era. These earlier agreements contain many spelling and grammatical errors.

The early 1940s’ records also reflect the events that were impacting the nation at the time. These agreements are also small in quantity very likely due to World War II when those who might have started businesses were involved in the war effort. Some individuals did unite in partnerships to begin contracting companies or start businesses selling various products, or in the service industry. As the economy and population expanded in the post-war era, the 1950s heralded in a generation of people interested in buying land, personal properties, and commercial properties. Other partnerships formed to begin brokerage firms or financial consultation companies. The themes of real estate and investment ventures characterize the agreements even into the 1980s.

Use

The records are available on microfilm and hard copy; researchers are directed to use the microfilm if possible.

Records are stored in four record cartons. Within the folders, the agreements are in chronological order by the date the agreement was filed at the County Clerk’s Office. This system also corresponds with the indexing system in place utilizing book and page numbers of the ledgers in the County Clerk’s Office.

The County Clerk’s Office currently holds the Partnership Agreement ledger books which consist of twenty-one books and a main index which serves as a means of looking up partnerships by partnership name. Once a partnership is identified within the index by name, the index provides the user with the book number and page number within that book by which the agreement can be viewed in its entirety.

The same system also pertains to the Co-partnership Agreement collection. There is one ledger book for co-partnerships. The same main Partnership Agreement index is utilized for these agreements. The ordering system for the co-partnerships differs slightly because of the considerably smaller size of the collection. The co-partnerships within this particular collection are in order by page number only, disregarding book number altogether. The co-partnerships are contained within 1 separate folder at the beginning of Box 1 with records beginning in 1933 and ending in 1962.

Alaina Dowd, Rutgers SCILS Intern
May 3, 2007

Shelf List

Co-Partnerships Agreements

Partnership Agreements