General Provisions Flashcards
Characteristics of Partnership
- Bilateral
- Onerous
- Nominate
- Consensual
- Commutative
- Principal
- Preparatory
It is a contract of agency.
Partnership contract
It is a calling in the preparation for or practice of which academic learning is required and which has for its prime purpose the rendering of public service.
Profession
It is defined as “a group of men pursuing a learned art as a common calling in the spirit of public service – no less a public service because it may incidentally be a means of livelihood.
Profession
Characteristics of Partnership
A partnership is perfected by mere consent, that is, upon the express or implied agreement of two (2) or more persons
Consensual
Characteristics of Partnership
A partnership has a special name or designation in our law
Nominate
Characteristics of Partnership
A partnership is entered into by two (2) or more persons and the rights and obligations arising therefrom are always reciprocal
Bilateral
Characteristics of Partnership
Each of the parties aspires to procure himself a benefit through the giving of something
Onerous
Characteristics of Partnership
A partnership is the undertaking of each of the partner is considered as the equivalent of that of the others
Commutative
Characteristics of Partnership
A partnership does not depend for its existence or validity upon some other contract
Principal
Characteristics of Partnership
A partnership is entered into as a means to an end, i.e., to engage in business for the realization of profits with the view of dividing them among the contracting parties
Preparatory
Essential Requisites of Partnership
- Must be a valid contract.
- Must have at least one (1) general partner.
- Parties must have legal capacity to enter into the contract.
- Primary purpose must be to obtain profits to divide the same among the parties.
- Object or purpose must be lawful.
- There must be contribution of money, property, or industry to a common fund.
Is there a required form in Partnership?
No required form but the contract is subject to the provisions of Article 1771 and 1773 and the Statute of Frauds.
It states the name, nature or purpose and location of the firm, and defining among members, the powers, rights, duties and liabilities of the partners among themselves, their contributions, the manner by which the profits and losses are to be shared, and the procedure for dissolving the partnership.
Articles of Partnership
Rules In Determining Existence of a Partnership
When there are no partnership
There is no partnership:
1. Between persons who are not partners as to each other are not partners as to third persons; except partnership by estoppel
2. Co-ownerships or co-possession of itself, whether such co-owners or co- possessors do or do not share any profits made by the use of the property
3. The sharing of gross returns, whether or not the persons sharing them have a joint or common right or interest in any property from which the returns are derived
Rules In Determining Existence of a Partnership
When there is a presumption
GR: The receipt by a person of a share of the profits of a business is prima facie evidence that he is a partner in the business.
Except: if such profits were received in payment:
a. As a debt by installments or otherwise
b. As wages of an employee or rent to a landlord;
c. As an annuity to a widow or representative of a deceased partner;
d. As interest on a loan, though the amounts of payment vary with the profits of the business; or
e. As the consideration for the sale of a goodwill of a business or other property by installments or otherwise
