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Questions and Answers
The partnership books shall be kept at the principal place of business of the ______.
The partnership books shall be kept at the principal place of business of the ______.
partnership
Partners must render on demand true and full ______ of all things affecting the partnership.
Partners must render on demand true and full ______ of all things affecting the partnership.
information
Every partner must account to the partnership for any ______ derived by him without the consent of the other partners.
Every partner must account to the partnership for any ______ derived by him without the consent of the other partners.
profit
Capitalist partners cannot engage in any ______ in which the partnership is engaged without stipulation.
Capitalist partners cannot engage in any ______ in which the partnership is engaged without stipulation.
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Any partner shall have the right to a formal ______ as to partnership affairs if wrongfully excluded.
Any partner shall have the right to a formal ______ as to partnership affairs if wrongfully excluded.
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A partnership requires two or more persons to contribute money, property, or ______ to a common fund.
A partnership requires two or more persons to contribute money, property, or ______ to a common fund.
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The partnership possesses a juridical personality that is ______ from each partner.
The partnership possesses a juridical personality that is ______ from each partner.
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Co-ownership does not, by itself, establish a ______.
Co-ownership does not, by itself, establish a ______.
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The receipt of profit shares is considered prima facie evidence that someone is a ______ in a business.
The receipt of profit shares is considered prima facie evidence that someone is a ______ in a business.
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A lawful ______ or purpose is necessary for a partnership to be valid.
A lawful ______ or purpose is necessary for a partnership to be valid.
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A public instrument is necessary for partnerships involving immovable property or real ______.
A public instrument is necessary for partnerships involving immovable property or real ______.
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If a partnership is found to be unlawful, its profits shall be ______ in favor of the State.
If a partnership is found to be unlawful, its profits shall be ______ in favor of the State.
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The sharing of gross returns does not necessarily indicate a ______ exists.
The sharing of gross returns does not necessarily indicate a ______ exists.
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A partner authorized to manage collects a demandable sum in his own name from a person who owed the partnership another sum, the sum collected shall be applied to the two credits in proportion to their ______.
A partner authorized to manage collects a demandable sum in his own name from a person who owed the partnership another sum, the sum collected shall be applied to the two credits in proportion to their ______.
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If a partner receives his share of a partnership credit and the other partners have not, he must return the amount to the partnership capital if the ______ becomes insolvent.
If a partner receives his share of a partnership credit and the other partners have not, he must return the amount to the partnership capital if the ______ becomes insolvent.
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Every partner is responsible to the partnership for damages suffered by it through his ______.
Every partner is responsible to the partnership for damages suffered by it through his ______.
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The risk of specific and determinate things contributed to the partnership shall be borne by the partner who ______ them.
The risk of specific and determinate things contributed to the partnership shall be borne by the partner who ______ them.
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Partnerships must return amounts disbursed by partners on behalf of the business and the corresponding ______.
Partnerships must return amounts disbursed by partners on behalf of the business and the corresponding ______.
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The losses and profits in a partnership shall be distributed in conformity with the ______.
The losses and profits in a partnership shall be distributed in conformity with the ______.
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If the partners agree to designate profits and losses to a third person, the designation can be impugned only if it is manifestly ______.
If the partners agree to designate profits and losses to a third person, the designation can be impugned only if it is manifestly ______.
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A stipulation that excludes one or more partners from any share in the ______ or losses is void.
A stipulation that excludes one or more partners from any share in the ______ or losses is void.
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The partner appointed as manager has the authority to execute acts of administration despite the ______ of his partners.
The partner appointed as manager has the authority to execute acts of administration despite the ______ of his partners.
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Every contract of partnership having a capital of three thousand pesos or more shall appear in a public ______.
Every contract of partnership having a capital of three thousand pesos or more shall appear in a public ______.
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In the absence of stipulation, the share of each partner in profits and losses shall be in proportion to what he may have ______.
In the absence of stipulation, the share of each partner in profits and losses shall be in proportion to what he may have ______.
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A contract of partnership is void whenever immovable property is contributed thereto, if an ______ of said property is not made.
A contract of partnership is void whenever immovable property is contributed thereto, if an ______ of said property is not made.
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If none of the managing partners shall act without the ______ of the others, their concurrence is necessary for the validity of acts.
If none of the managing partners shall act without the ______ of the others, their concurrence is necessary for the validity of acts.
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Associations and societies whose articles are kept secret among the members shall have no juridical ______.
Associations and societies whose articles are kept secret among the members shall have no juridical ______.
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None of the partners may make any important alterations in the immovable property of the partnership without the consent of the ______.
None of the partners may make any important alterations in the immovable property of the partnership without the consent of the ______.
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As to its object, a partnership is either universal or ______.
As to its object, a partnership is either universal or ______.
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A universal partnership may refer to all the present ______ or to all the profits.
A universal partnership may refer to all the present ______ or to all the profits.
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An associate introduced into a partner's share shall not be admitted into the partnership without the ______ of all other partners.
An associate introduced into a partner's share shall not be admitted into the partnership without the ______ of all other partners.
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The articles of partnership must specify if a partner's power can be revoked without just or lawful ______.
The articles of partnership must specify if a partner's power can be revoked without just or lawful ______.
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In a universal partnership of all present property, the property which belonged to each partner becomes the common ______ of all the partners.
In a universal partnership of all present property, the property which belonged to each partner becomes the common ______ of all the partners.
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The decision of the majority among partners regarding management actions shall ______ in case of opposition.
The decision of the majority among partners regarding management actions shall ______ in case of opposition.
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A universal partnership of profits comprises all that the partners may acquire by their ______ during the existence of the partnership.
A universal partnership of profits comprises all that the partners may acquire by their ______ during the existence of the partnership.
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Articles of universal partnership that do not specify its nature only constitute a universal partnership of ______.
Articles of universal partnership that do not specify its nature only constitute a universal partnership of ______.
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A particular partnership has for its object determinate things, their ______ or fruits, or a specific undertaking.
A particular partnership has for its object determinate things, their ______ or fruits, or a specific undertaking.
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A partnership begins from the moment of the execution of the ______.
A partnership begins from the moment of the execution of the ______.
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Every partner is a debtor of the partnership for whatever he may have promised to ______ thereto.
Every partner is a debtor of the partnership for whatever he may have promised to ______ thereto.
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An industrial partner cannot engage in business for himself unless the partnership expressly ______ him to do so.
An industrial partner cannot engage in business for himself unless the partnership expressly ______ him to do so.
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Unless there is a stipulation to the contrary, the partners shall contribute ______ shares to the capital of the partnership.
Unless there is a stipulation to the contrary, the partners shall contribute ______ shares to the capital of the partnership.
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In case of an imminent loss of the business, any partner who refuses to contribute an additional share to the ______ shall be obliged to sell his interest.
In case of an imminent loss of the business, any partner who refuses to contribute an additional share to the ______ shall be obliged to sell his interest.
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Flashcards
Partnership Books Access
Partnership Books Access
Partners can access partnership books at the main business location at reasonable hours.
Duty to Inform
Duty to Inform
Partners must provide full information about partnership matters when requested by any partner or their legal representative.
Prohibition on Self-Interest
Prohibition on Self-Interest
Capitalist partners cannot engage in competing business unless agreed otherwise, and must share profits from such transactions.
Right to a Formal Account
Right to a Formal Account
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Trustee for Profits
Trustee for Profits
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Partnership Contract
Partnership Contract
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Distinct Juridical Personality
Distinct Juridical Personality
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Non-partners
Non-partners
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Co-ownership
Co-ownership
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Gross Returns
Gross Returns
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Prima Facie Evidence
Prima Facie Evidence
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Lawful Object
Lawful Object
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Public Instrument Requirement
Public Instrument Requirement
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Collection of Debts
Collection of Debts
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Obligation on Insolvency
Obligation on Insolvency
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Partner Liability
Partner Liability
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Risk of Non-Fungible Assets
Risk of Non-Fungible Assets
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Partnership Expenses
Partnership Expenses
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Profit and Loss Sharing
Profit and Loss Sharing
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Equitable Designation Impugn
Equitable Designation Impugn
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Void Profit Share Exclusion
Void Profit Share Exclusion
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Manager's Authority
Manager's Authority
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Majority Rule in Management
Majority Rule in Management
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Consent Requirement for Actions
Consent Requirement for Actions
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Agent Binding Partnership
Agent Binding Partnership
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Associating New Partners
Associating New Partners
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Public Instrument for Partnership
Public Instrument for Partnership
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Void Partnership
Void Partnership
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Title Transfer in Partnership
Title Transfer in Partnership
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Associations with No Juridical Personality
Associations with No Juridical Personality
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Types of Partnerships
Types of Partnerships
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Universal Partnership of Profits
Universal Partnership of Profits
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Universal Partnership of All Present Property
Universal Partnership of All Present Property
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Particular Partnership
Particular Partnership
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Obligation of Partners
Obligation of Partners
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Contribution of Goods
Contribution of Goods
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Industrial Partner Limitations
Industrial Partner Limitations
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Equal Capital Contributions
Equal Capital Contributions
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Imminent Business Loss
Imminent Business Loss
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Contract Execution Timing
Contract Execution Timing
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Profit Stipulation
Profit Stipulation
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Study Notes
Partnership Law: Key Concepts
- Partnership Definition: A partnership involves two or more persons who agree to contribute money, property, or effort to a common fund, intending to share profits. It can also involve the practice of a profession
- Separate Juridical Personality: A partnership has its own legal existence, distinct from its partners, even if formal requirements aren't met.
- Partnership Existence Criteria: Several factors determine if a partnership exists. Co-ownership alone does not create a partnership. Sharing profits is not enough to prove a partnership, unless the profits are received as payment for an installment debt, wages or rent, annuity, interest on a loan, or the sale consideration of goodwill.
- Lawful Object & Benefit: Partnerships must have a legal purpose and work towards the common benefit of the partners. Unlawful partnerships' profits are confiscated by the state, beyond penalties under criminal law.
- Formality of Partnership Contracts: Unless it's immovable property, informal contracts are sufficient to create a partnership. However, partnerships with capital of ₱3,000 or more in money or property need a public instrument and Securities and Exchange Commission recording. An inventory of immovable property must also be created, signed by the parties, and attached to the public instrument.
- Partnership Liability to Third Parties: Failure to meet formal registration requirements does not affect the partnership's or its members' liability to third parties.
- Universal vs. Particular Partnership: Partnerships can be either universal (all present property or profits) or particular (specific objects, use, or a specific endeavor). Also, partnerships can be general (all partners are liable) or limited (some partners have limited liability).
- Universal Partnership Types: Universal partnership can cover:
- All present property: All existing property is contributed for sharing of profits, plus future gains.
- All profits: Partners' prospective earnings are shared. Current possessions are excluded.
- Obligations Among Partners: Partners are obligated to contribute agreed-upon capital. They warrant liability for contributed property (as if the vendor to the partnership).
- Capital Contribution: In absence of an agreement, contributions to capital are equal. If a partner refuses to contribute additional capital to mitigate a potential loss (excluding industrial partners), they must sell their interest.
- Partner vs. Partnership Payments: When a partner collects a debt that also belongs to the partnership, the funds go towards both claims proportionally.
- Partner Liability for Losses/Damages: Partners are liable for damages due to their fault, but the court can reduce liability if the partner exceptionally benefited the partnership.
- Risk Assumption: The partner who possesses specific, non-fungible items contributes, bears the risk. For fungible goods, or those that deteriorate, the partnership assumes the risk.
- Partner Rights: Partners have the right to a formal account of partnership affairs if excluded, specified in the agreement. They are owed accurate information, and can't obtain personal profit at the partnership's expense without consent.
- Partner Management & Disputes: Management responsibilities and dispute resolution (e.g., voting schemes) depend on the agreed-upon management structure.
- Partnership Books & Information: Partnership books are kept at the principal business location, with all partners granted access and copying rights.
- Partner Conflicts: Excluding a partner without cause, or barring partner from profit/losses shares in a partnership contract, is invalid.
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Description
This quiz covers essential concepts related to partnership law, including definitions, separate juridical personality, existence criteria, and lawful objects. Test your understanding of how partnerships function legally and the implications of unlawful partnerships. Enhance your knowledge about the key principles that govern partnerships.
