1784 - 1799 Flashcards
Section 1. Obligatios of the Partners Among Themselves
When does a partnership begin?
Partnership behind FROM THE MOMENT OF THE EXECUTION.
However, the partners can agree ON SOME OTHER DATE for the start of the partnership.
It is one where the life or period of existence of the partnership has been agreed upon by the partners.
Partnership with a fixed term
It is one where it will exist until the purpose is accomplished.
Partnership for a particular undertaking
A partnership that does not fix its term. The right to choose with whom a person wishes to associate himself.
Partnership at will
Obligation of Every Partner:
- The obligation to contribute what had been promised.
- The obligation to deliver the fruits.
- The obligation to warrant.
It is needed to determine how much has been contributed by the partners.
Appraisal of value
Manner of Appraisal:
- By Stipulation
- If absence of stipulation, by EXPERTS chosen by partners and at CURRENT PRICE
Cases covered of the liability for Damages and Interest:
- Money promised by a partner is not given on time
- Money of the partnership is converted to partner’s own use.
Who contributes money, or property?
Capitalist Partner
Who contributes industry?
Industrial Partner
Distribution of PROFITS to the both partner WITHOUT agreement?
Capitalist Partner: In proportion to he may have contributed to the common fund
Industrial Partner: Just and equitable under the circumstances
Distribution of LOSSES to the both partner?
Capitalist Partner: In proportion to what he may have contributed to the common fund
Industrial Partner: Not Liable
Prohibition to engage in other business
and What happens if he engages?
Capitalist Partner:
- Cannot engage in the same kind of business.
- Shall be obliged to bring profits to the common fund and personally bears all losses.
Industrial Partner:
- Cannot engage in business for himself.
- The other partner may exclude him from partnership or take parts on the benefit that he had obtained plus damages.
In case of imminent loss of business, to save venture:
“Capitalist Partner are not bound to contribute additional capital”
They are obliged to sell to those who are willing to contribute.
Obligation of Managing Partner who Collects Debt
- atleast 2 debts
- both sums are demandable
- the collecting partner is managing partner
Two distinct obligations that cannot be set-off:
- To earn benefits and profits for the partnership.
- Not to cause damages through negligence for the partnership.
Risk of loss and who bears the loss?
- Specific and determinate which are not fungible. — Partner or Owner
- Fungible things — Partnership
- Things contributed to be sold. — Partnership
- Things brought and appraised in the inventory. — Partnership
Third Person designation the share of partners in P/L is valid.
If it is manifestly inequitable, it is not valid and it may be questioned unless:
- A partner began to execute the decision.
- A person has not questioned the said decision within a period of 3 months.
Trust and confidence
Fiduciary Relationship
If Capitalist Partner is not willing to contribute additional capital, there is __ ________, and Presumes that Capitalist Partners are _______
NO Fiduciary
Solvent
Does Industrial Partner bound to contribute additional capital?
No, they already give the 100% of their industry.
OBLIGATIONS OF THE PARTNERSHIP to every partner
- To reimburse any amount disbursed by the partners in behalf of the partnership
- To answer for any obligations contracted in good faiith
- To answer for risks in management
Art 1793. Equity demands proportionate share in the benefits and losses.
- one debt / credit only
- applies to any partner
- debtor has become insolvent
