Partnership Im about to give up Flashcards
What are the essential requisites in the formation of a limited partnership?
- The certificate of limited partnership, signed and sworn to and containing all the items in article 1844.
- The certificate of limited partnership must be filed in the office of the Securities and Exchange commission.
(A limited partnership must always be in writing, non compliance = no limited, but there might be a general partnership)
What are the rights of a limited partner?
- The right to have the partnership books kept at the principal place of business of the partnership, and at a reasonable hour to inspect and copy any of them
- The right to have on demand true ad full information of all things affecting the partnership and a formal account of partnership affairs whenever circumstances render it just and reasonable
- The right to have dissolution and winding up by decree of court
- The right to receive a share of the profit or other compensation by way of income
- The right to receive return of his contribution if the partnership assets are in excess of the partnership liabilities
Can you become a general and limited partner at the same time?
Yes, it is provided in Article 1853, as long as it is stated in the Certificate of partnership.
A person who is a general limited partner has the rights and liabilities of a general partner, but in regards to his contributions his rights are those of a limited partner insofar as the other partners are concerned
What happens to a contributor who erroneously believes that he has become a limited partner?
- On ascertaining the mistake, he promptly renounces his interest in the profits of the business, or other compensation by way of income and
- He does not take part in the control of the business
What are the 2 kinds of dissolution?
ExtraJudicial
Judicial
What are the 3 final stages of a partnership?
- Dissolution (Simply changes the relations of the partners, but the partnership still kind of exists)
- Winding up (The process of settling business affairs after dissolution
- Termination