Yeshivas Limud HaTorah hosted a lulav and esrog fair. “Best selection; best prices!” the signs announced. “A dozen sellers! Prices $60–$250 per set!”

Mr. Freilich’s esrogim were good quality; he did excellent business the first day. The next morning, as he was setting out his esrogim, he realized that the carton with his most mehudar, highest-quality esrogim was missing. Maybe the box got mixed up with one of the other sellers’ wares, he thought.

Numerous customers asked Mr. Freilich that day for his best esrogim, but he had to apologize, “They are missing.”

On Simchas Torah, a neighbor mentioned to Mr. Freilich that he had been at the home of one of the sellers, Mr. Weiss, over Sukkos, and saw a box of esrogim in the basement with Mr. Freilich’s name on it.

Mr. Freilich “visited” Mr. Weiss right after Yom Tov. When he mentioned the missing esrogim, Mr. Weiss shifted uneasily. “I believe that my box is in your basement,” Mr. Freilich finally said.

Mr. Weiss broke out in a cold sweat and stared at the floor for a minute.

“I admit it,” he finally said. “I took your esrogim; I’ll get them for you.”

Mr. Weiss went downstairs and brought up the missing box. “Here are your esrogim,” he said. “I am now returning them to you.”

Mr. Freilich stood there stupefied. “You’re returning them now?” he spluttered. “I can’t sell them anymore!”

“I apologize,” Mr. Weiss reiterated, “but I’m returning what I stole.”

“That’s not called returning,” Mr. Freilich ranted. “The esrogim are now almost worthless!”

“So what?” answered Mr. Weiss. “I’m giving back exactly what I took. The esrogim haven’t changed at all.”

“But the value is not the same!” Mr. Freilich said in exasperation. “There are 20 esrogim, each one worth at least $150 before Sukkos. You owe me $3,000!” He stormed out of the house.

A week later, Mr. Weiss received a summons to a din Torah before Rabbi Dayan.

After the beis din heard both sides, Rabbi Dayan ruled: “Mr. Weiss is obligated to pay Mr. Freilich the value of the esrogim before Sukkos, when he stole them.

“In truth, the Gemara (B.K. 96b) teaches that someone who stole chametz before Pesach and returned it after Pesach is exempt from payment. Although it is prohibited to benefit from the chametz after Pesach and it is worthless, the thief can still say, ‘Harei shelcha l’fanecha — Here is yours.’ This is called hezek she’eino nikar — damage that is not evident, since the item remains intact.”

“Why, then, should I have to pay?” asked Mr. Weiss. “Isn’t our esrog case similar to chametz?”

“Some authorities compare an esrog after Sukkos to chametz after Pesach,” replied Rabbi Dayan, “but the vast majority differentiate for a number of reasons. Pri Megadim (Mishbetzos Zahav 656:1) explains that although you returned the stolen object, you still caused a direct loss (garmi) and are therefore obligated to pay for having caused damage. Although regarding chametz, Chazal did not institute payment for having caused a loss, that is only because it is uncommon to leave chametz over Pesach, but they did require payment for other items.”

“What other differences are there?” asked Mr. Weiss.

“Pischei Teshuvah (C.M. 363:1) and many others explain that chametz after Pesach is considered non-evident damage, because the average person who sees the package of chametz does not realize that it is worthless,” continued Rabbi Dayan. “However, it is clear to everybody that esrogim after Sukkos have lost value and are almost worthless. Therefore, it is considered hezek nikar, damage that is noticeable.

“Some even suggest that an esrog after Sukkos is considered a totally different item,” added Rabbi Dayan, “since before Sukkos it is an item of mitzvah, whereas afterwards it’s just an ordinary fruit.

“In light of all this,” concluded Rabbi Dayan, “you are required to pay the $3,000 you stole and cannot exempt yourself by returning the esrogim.”

I am part of a group of investors in a company. Due to the diversity of our group, differences of opinion often arise regarding decisions that affect the company. For example, should we hire additional employees? Should we make upgrades to the property?

Q: Are such decisions to be decided by taking a vote and then following the majority opinion, or is it necessary to reach a unanimous decision?

A: Regarding issues that are essential to the proper functioning of the partnership, or practices that are common and customary for operating a business, the minority can compel the other partners to comply (C.M. 161:1). Decisions that are not essential to the functioning of the partnership, even if they will be profitable, cannot be forced upon partners who disagree with the proposed approach.

The question then is whether the Torah’s principle of acharei rabbim l’hatos — follow the majority — applies to partners who disagree about policy decisions.

The Torah indicates that beis din decisions are determined by the majority opinion, but regarding other matters the Torah does not empower the majority to compel the minority to follow their decision; consequently policy decisions require a unanimous vote (C.M. 18:1; Chasam Sofer, C.M. 61; 116).

Communal decisions and enactments are also decided by majority vote (C.M. 163:1; Sema 156:6). The reason is that it is assumed that when the original residents decided to join together as a city, they intended to make communal decisions and enact policies in accordance with a majority vote. The basis for this assumption is that otherwise there would be no remedy for any disagreement (Chasam Sofer, ad loc., cited by Pischei Teshuvah 163:1).

Some authorities maintain that the assumption that the members intend to have decisions decided by a majority vote is limited to a community but does not apply regarding other partnerships. Therefore, if there are three partners in a business, two of the partners cannot force their opinion on the third partner, even if the majority is certain that the decision will generate a profit for the partnership (Divrei Malkiel 1:35:6). In contrast to communal matters where a decision one way or the other must be reached, if partners cannot reach a unanimous agreement, they always have the option to dissolve their partnership (in accordance with the guidelines discussed in C.M. 171).

Others contend that a disagreement between partners is also resolved by following the majority opinion. Since it is impossible for partners to agree on all matters and their partnership agreement does not stipulate that all decisions require a unanimous agreement, it is assumed that they agree to follow the majority opinion (Igros Moshe, C.M. 2:23:1; Harei Besamim 5:44-45). Practically, each situation has to be considered taking into account all of its relevant factors.

It is important to add that nowadays most partnership agreements contain a clause that addresses decision-making and provides guidelines for resolving disagreements. The common guideline is that general decisions are decided by a simple majority and more serious matters are decided by a greater majority.

Therefore, even if your group of investors did not draft a partnership agreement, since common practice (minhag) is to have one, it is assumed that the members of your group subjected themselves to the common practice. However, this is true only concerning a business partnership or some other group that has a clear and definitive custom (see Hayashar V’hatov 10, p. 23).

Q: I rented an apartment for the duration of Sukkos at a certain price. When it became clear to the landlord that I intended to remain through Simchas Torah, he asked for additional payment, claiming that Shemini Atzeres and Simchas Torah are not part of Sukkos. Must I add a sum?

A: Technically, Sukkos is seven days, whereas the eighth day (and ninth outside of Israel) is Shemini Atzeres. The Gemara (Rosh Hashanah 4b; Sukkos 48a) teaches that Shemini Atzeres is considered an independent festival in six respects.

However, in common parlance, Sukkos includes Shemini Atzeres. The Ran (Nedarim 49a, s.v. Yerushalmi) cites a dispute regarding one who disavows wine for the duration of Sukkos, whether we follow the Torah’s terminology that Shemini Azteres is independent, or the people’s common parlance. We rule that vows follow the people’s parlance, and Shemini Atzeres is included in the chag (Y.D. 220:20; Shach 220:34).

Monetary law also follows the people’s parlance, like vows (Rashba 4:161; C.M. 215:8). Thus, a contract for the duration of Sukkos includes Shemini Atzeres, unless specified otherwise.