Okla. Stat. tit. 16, sec 13.7

Conveyances To and By Joint Ventures

Adopted December 3, 1982. Proposed by Report of 1982 Title Examinations Standards Committee, 53 O.B.J. 2731, 2733 (1982), where it was inadvertently numbered "10.7", approved by Real Property Section, December 2, 1982, and adopted by House of Delegates. Authority added, November 22, 1983, by Editor of Title Examination Standards on instruction of Title Examination Standards Committee. Substantial revisions of Paragraphs (B) and (C) recommended by Title Examination Standards Committee Report, 55 O.B.J. 1817-18 (1984). The proposal as printed was amended in the Real Property Section by changing "minority" in the second sentence in the standard to "majority". As amended, the standard was approved by the Section, November 1, 1984, and adopted by the House of Delegates, November 2, 1984. The 1988 Report of the Title Examination Standards Committee recommended the addition of "Comment" in (B), 59 O.B.J. 3098, 3103. The recommendation was approved by the Real Property Section, December 8, 1988 and adopted by the House of Delegates, December 9, 1988. The 2001 Report of the Title Examination Standards Committee recommended revising Standard 13 with respect to joint ventures. Earlier Oklahoma law did not consider joint ventures to be legal entities having capacity to hold or convey real property. An earlier version of Title Examination Standard 10.8 (prior to reorganization) reflected prior law. In 1995, the Legislature amended Section 1, Title 16 Okla. Stat. and vested joint ventures with entity status. Consequently, in 1996, prior Title Examination Standard 10.8 was repealed. Oklahoma case authority applied concepts from the Uniform Partnership Act to joint venture relationships. With the adoption of the entity treatment of general partnerships under the Revised Uniform Partnership Act, the opportunity was available to readdress an appropriate title examination standard for joint ventures. The 2001 revisions to Title Examination Standard 13 integrated the treatment of joint ventures and partnership law governing real property matters. 72 O.B.J. 3002 (Oct. 13, 2001). The Real Property Law Section approved the recommendation on November 15, 2001, and the House of Delegates adopted the proposal on November 16, 2001. 72 O.B.J. 3576 (Dec. 8, 2001. The 2017 Title Examination Standards Sub-Committee of the Real Property Law Section recommended adding a Comment to Standard 7.1, to amend the Comments to Standard 7.2 and to amend Standard 13.7 E in order to reflect results in the holdings of Bishop v. Smith, 760 F.3d 1070 (10th Cir. 2014) and Obergefell v. Hodges 576 U.S. ___ (2015) as to same sex marriages. The Real Property Section approved the proposal on November 2, 2017 and the House of Delegates adopted the amendment on November 4, 2017. (superseded document available) The 2021 Title Examination Standards Sub-Committee of the Real Property Law Section recommended the following editorial changes to the Title Standards as they appear on OSCN to bring the printed handbook and OSCN into conformity. The Real Property Section approved the proposal, and the House of Delegates adopted the amendment on November 12, 2021. (superseded document available)

Title Examination Standards
Chapter 1, App.
Chapter 13. Partnerships and Joint Ventures
§13.7. Conveyances To and By Joint Ventures.

A. Prior to November 1, 1995, a joint venture was not recognized as a legal entity capable of holding title to real property in Oklahoma in the name of such joint venture. If a conveyance to a joint venture in its name alone appears in the chain of title and is executed or recorded prior to November 1, 1995, a correction instrument should be obtained from the original grantor to the members of the joint venture who are persons capable of holding title to real property in Oklahoma as of the date of the instrument.
Comment: Subsection "A" reinstates the essential text of Subsections "A" and "B" under former standard 10.8, which was repealed in 1996 following the amendment to 16 O.S. § 1. the earlier text remains applicable to conveyance mortgage or other real estate instruments in the chain of title prior to November 1, 1995.
B. A conveyance instrument dated after November 1, 1995, in which the grantor or grantee appears as a named joint venture is effective to transfer title to real estate in Oklahoma.
Authority: 16 O.S. § 1.
C. If title to real estate is held by persons with an indication that such persons are joint venturers, any conveyance, mortgage or other real estate instrument executed prior to November 1, 1995, should be executed by such persons who then appear of record as grantees (without notice of other joint venturers). The names of the joint venturers should be followed by a recital of the name of the joint venture.
Comment: Real property or an interest therein acquired prior to November 1, 1995, in furtherance of a joint venture is owned by all joint venturers with each owning an undivided interest equal to such venturer's undivided interest in the joint venture. If title is acquired in the name of one or more, but less than all, of the members of the joint venture, the remaining members have an equitable interest in the property. A title examiner who is without notice of the existence of additional joint venturers is not required to examine the joint venture agreement. However, if instruments in the chain of title suggest other members exist, the examiner should review the joint venture agreement to determine the authority of the record title holders to transfer the equitable rights of non-record title holders and the joint venture agreement will have to be recorded. If that authority is not clearly granted in the agreement, all joint venturers must join in the instrument transferring the interest. An instrument to "A and B, members of XYZ joint venture," does not give notice of the existence of other members because a joint venture can be two people. An instrument to A, "a member of XYZ joint venture," is notice because one person alone cannot be a joint venture. Similarly an instrument to "A and B, some members of XYZ joint venture," is notice of the existence of at least one other joint venturer.
D. With respect to a conveyance, mortgage or other real estate instrument executed from and after November 1, 1995, in which title of record appears in the name of a described joint venture, the title examiner is entitled to rely, by analogy, on the concepts embodied in Title Examination Standard 13.3 (relating to conveyances of real property held in the name of a partnership) and in Title Examination Standard 13.4 (relating to the authority of one general partner to act for all partners).
Authority: Clark v. Addison, 311 P.2d 256, 260 (Okla. 1957); Boles v. Akers, 116 Okla. 266, 244 P. 192 (1925); Dobbins v. Texas Co., 136 Okla. 40, 275 P. 643 (1929).
Comments: Prior Oklahoma case law follows a common law rule that one joint venturer may bind the other venturer(s) in matters within the scope of the business. Thus, the mutual agency concepts associated with partnership law are applicable. There is specific Oklahoma authority that members of a joint venture have the powers and interests of partners in the disposition of real property held in the name of the joint venture. See Dobbins v. Texas Co., supra, 275 P. at 648. Thus, if no limitation on the power to sell or encumber real property appears of record, a conveyance instrument made by any one or more venturers in good faith and in the due course of the enterprise, binds all the co-venturers.
E. Due to the fact that homestead or other marital rights may attach to the interests in real property held in the name of an individual joint venturer (or held in the name of two or more joint venturers as tenants-in-common), a deed, mortgage or other instrument of record for less than ten (10) years which is executed by a married joint venturer should also be executed by the spouse of such joint venturer and should contain a recitation of the fact that such persons are married to each other. In the event an individual joint venturer is single, a recitation of that fact should appear within such deed, mortgage or other instrument.
Authority: See R. Cleverdon, Ownership and Conveyancing of Land by Joint Adventurers Within the State of Oklahoma, 52 O.B.J. 2137 (1981), and authority collected therein; 16 O.S. § 1.

The 1988 Report of the Title Examination Standards Committee recommended the addition of "Comment" in (B), 59 O.B.J. 3098, 3103. The recommendation was approved by the Real Property Section, December 8, 1988 and adopted by the House of Delegates, December 9, 1988.

The 2001 Report of the Title Examination Standards Committee recommended revising Standard 13 with respect to joint ventures. Earlier Oklahoma law did not consider joint ventures to be legal entities having capacity to hold or convey real property. An earlier version of Title Examination Standard 10.8 (prior to reorganization) reflected prior law. In 1995, the Legislature amended Section 1, Title 16 Okla. Stat. and vested joint ventures with entity status. Consequently, in 1996, prior Title Examination Standard 10.8 was repealed. Oklahoma case authority applied concepts from the Uniform Partnership Act to joint venture relationships. With the adoption of the entity treatment of general partnerships under the Revised Uniform Partnership Act, the opportunity was available to readdress an appropriate title examination standard for joint ventures. The 2001 revisions to Title Examination Standard 13 integrated the treatment of joint ventures and partnership law governing real property matters. 72 O.B.J. 3002 (Oct. 13, 2001). The Real Property Law Section approved the recommendation on November 15, 2001, and the House of Delegates adopted the proposal on November 16, 2001. 72 O.B.J. 3576 (Dec. 8, 2001.

The 2017 Title Examination Standards Sub-Committee of the Real Property Law Section recommended adding a Comment to Standard 7.1, to amend the Comments to Standard 7.2 and to amend Standard 13.7 E in order to reflect results in the holdings of Bishop v. Smith, 760 F.3d 1070 (10th Cir. 2014) and Obergefell v. Hodges 576 U.S. ___ (2015) as to same sex marriages. The Real Property Section approved the proposal on November 2, 2017 and the House of Delegates adopted the amendment on November 4, 2017. (superseded document available)

The 2021 Title Examination Standards Sub-Committee of the Real Property Law Section recommended the following editorial changes to the Title Standards as they appear on OSCN to bring the printed handbook and OSCN into conformity. The Real Property Section approved the proposal, and the House of Delegates adopted the amendment on November 12, 2021. (superseded document available)