Partnership Flashcards
Form of partnership contract.
May be oral or written, express or
implied from the acts and declarations of the parties, subject
to the provisions of Articles 1771 to 1773 and to the Statute
of Frauds.
What are the essential features of partnership?
The following are the essential features of a partnership
contract:
(1) There must be a valid contract;
(2) The parties (two or more persons) must have legal
capacity to enter into the contract;
(3) There must be a mutual contribution of money, property,
or industry to a common fund;
(4) The object must be lawful; and
(5) The primary purpose must be to obtain profi ts and to
divide the same among the parties.
It is also required that the articles of partnership must not be
kept secret among the members; otherwise, the association shall
have no legal personality and shall be governed by the provisions
of the Civil Code relating to co-ownership.
What are the characteristic elements of partnership?
The contract of partnership is:
(1) Consensual, because it is perfected by mere consent, that is,
upon the express or implied agreement of two or more persons;
(2) Nominate, because it has a special name or designation in
our law;
(3) Bilateral, because it is entered into by two or more persons
and the rights and obligations arising therefrom are always
reciprocal;
(4) Onerous, because each of the parties aspires to procure for
himself a benefit through the giving of something;
(5) Commutative, because the undertaking of each of the
partners is considered as the equivalent of that of the others;
(6) Principal, because it does not depend for its existence or
validity upon some other contracts; and
(7) Preparatory, because it is entered into as a means to an
end, i.e., to engage in business or specific venture for the realization of profits with the view of dividing them among the contracting parties.
What is partnership? Give legal basis.
ARTICLE 1767. By the contract of partnership two more persons bind themselves to contribute money, property, or industry to a common fund, with the intention of dividing the profits among themselves.
Two or more persons may also form a partnership for the exercise of a profession.
