Chapter 1: General Provisions Flashcards
A partnership formed in order to practice a common profession.
General Professional Partnership (GPP)
In the absence of Articles of Partnership, the existence of a partnership can be proven by what?
Circumstantial Evidence
Appears to be sufficient unless contradicted by another evidence.
Prima Facie
The best way to prove the existence of a partnership.
Articles of Partnership
The contribution of each partner is considered as the equivalent of the contribution of the other partners.
Commutative
Equal consideration among partners.
Onerous
The right of a person to choice who to associate with.
Delectus Personae
A partnership that has not fixed its term.
Partnership at Will
The legal personality of the partnership.
Juridical Personality
There of NO existing partnership if:
- Persons who are not partners as to each other are not partners to third persons; except PARTNERSHIP BY ESTOPPEL;
- Co-ownership or co-possession
- Sharing of gross returns
Refers to the intangible asset of a business. The reputation, value, brand, etc.
Goodwill
What are the effects of an unlawful partnership?
- Void from the very beginning
- Profits shall be confiscated in favor of the government
- Tools and proceeds of the crime shall be forfeited in favor of the government
- Contributions of the partners shall NOT be confiscated unless they are used for the crime
Right that is connected to a thing rather than a person.
Real Rights
Formal requirements if an immovable property is contributed.
- Inventory
- Signature of the partners must be present
- Must appear in a public instrument
Requisites of a lawful object/purpose
- Within the commerce of men
- Must not be impossible
- Must not be contrary to LaMoGcPop (Law, Morals, Good Customs, Public Order/Public Policy)
What happens when a capital of 3,000 or more is contributed but is not registered under SEC?
Still valid
What happens when a land is contributed but there is no inventory present?
Void
Only the usufruct of the property is contributed.
Universal Property of All Profits
Formed for a specific time period or to achieve a certain objective.
Particular Partnership
Ownership of the property of the partners are transferred to the partnership.
Universal Partnership of Present Property
What are the exceptions of Universal Property of Present Property?
Future Properties: Donations, Inheritance, and Legacy
What kind of partnership has the least transmission of rights?
Universal Property of All Profits
The period of existence has been agreed by the partners.
Partnership with a Fixed Term
Will only exist until the purpose is accomplished.
Partnership with a particular undertaking
Where two or more bind themselves to contribute money, property, or industry.
Ordinary Partnership
Persons who represents themselves as partners to third persons are not actually partners.
Partnership by Estoppel
One which has complied with all the legal requirements.
De Jure Partnership
One which has not complied with the legal requirements.
De Facto Partnership
The contributions of the partners in a Universal Partnership of Present Property.
- Properties that actually belong to the partners
- Profits acquired with the said properties
What are the exceptions of the future properties for Universal Partnership of Present Property?
Fruits of the future properties.
What should be considered if it is not stated whether it is a Universal Partnership of Present Property or All Profits?
of All Profits
Persons who cannot enter into a universal partnership.
- Married couple
- Live-in partners
- Those who are guilty of adultery or concubinage
- Those who are guilty of criminal offense
- Persons who uses bribery
Objects of a particular partnership.
- Determinate thing
- Their use of fruits
- Specific Undertaking
- Exercise of profession
