Partnership Flashcards
Two or more persons bind themselves to contribute money, property, or industry to a common fund, with the intention of dividing profits among themselves.
Partnership
may also be formed for the exercise of profession.
A rule inherent in every partnership wherein no one can become a member of the partnership association without the consent of all the partners.
Mutual trust and confidence between and among the partners.
Principle of Delectus Personarum/ personam/ personae
A person who represents himself, or consents to another/others representing him to anyone, as a partner either in an existing partnership or in one that is fictitious or apparent.
Partner by Estoppel
One formed between a member of a partnership and a third person for a division of profits coming to him from the partnership enterprise.
It is a partnership within a partnership distinct and separate from the main or principal partnership.
Contract of Sub-partnership
Vested by agreement in one, or some, or all of the partners or even in a third person, either in the articles of partnership or after the partnership had already been constituted.
Managament of the Partnership
The change in relation of the partners caused by any partner ceasing to be associated in carrying on the business.
Dissolution
The process of settling the business or partnership affairs under dissolution.
Winding up
A way of winding up a dissolved partnership under the control and direction of the proper court upon cause shown by any partner, his legal representative of his assignee.
Judicially
Way of winding up by the partners themselves without the intervention of the court.
Extra-judicially
The point in time when all partnership affairs are wound up or completed and is the end of the partnership life.
Termination
Formed by 2 or more persons having as members one or more general partners and one or more limited partners.
Limited Partnership
Has all rights and powers and is subject to all liabilities of a general partner, but still a limited partner as to liability to contribute capital.
General-limited partner
A person admitted to all rights of a limited partner who has died or has assigned his interest in a partnership.
Substitute Limited Partner
Given priority over all limited partners in the return of investment, compensation and other matters provided the agreement will appear in the certificate of limited partnership.
Preferred Limited partner