Part I bus law

Part I PARTNERSHIP Chapter I GENERAL PROVISIONS

Chapter 2 OBLIGATIONS OF THE PARTNERS SECTION 1. – Obligations of the Partners among Themselves. I. DEFINITION I. DEFINITION 1. Partnership 1. Partnership with a fixed term 2. Profession 2. Sub partnership 3. Elements of delectus personae 3. Industrial partner 4. Money 4. Eviction 5. Property 5. Future partnership 6. Industry II. ENUMERATION 7. Particular partnership A. Obligations of a partner with respect to property 8. Secret partnership he promised to contribute 9. Universal partnership of profit B. Requisites before a capitalist partner may be II. ENUMERATION obliged to sell his interest in a partnership to the A. 7 Characteristic elements of partnership other partners B. 5 Essential features of a partnership contract III. DISCUSSIONS C. 5 persons who cannot give their consent to a a. Illustrate the relations created by a contract of contract of partnership partnership. D. Cases when a person who is not a partner has a b. Why is appraisal of the value of the goods or right to share in the profits of a partnership property contributed by a partner required? How III. DISCUSSIONS shall it be made? a. Why is a partnership characterized as a c. State the liability of a partner if he fails or delays preparatory contract? his obligation with respect to contribution of b. What is the importance of giving publicity to the property. What is the reason for the rule/ articles of partnership? IV. PROBLEMS c. Give the effects where a partnership is formed for 1. X, a partner in a partnership, upon arriving from unlawful purpose. abroad, demands a formal accounting of IV. PROBLEMS partnership affairs. Has X the right to insist on his 1. X, Y, and Z formed a partnership to which they demand if the other partners Y and Z refuse? contributed a total capital of P30,000. The 2. Same partnership. The partnership is engaged in partnership is not registered with the sec. does the the grocery business. partnership have a juridical personality? a) Can X also engage in the same business? 2. Same partnership. The partners agreed on the b) Give the reason why X may be prohibited sharing of profits but not of losses. Is there a valid from engaging in a business for himself. partnership? 3. Same partnership. X is appointed manager in the 3. Same partnership. Among the purpose of the articles of partnership. May Y and Z who represent partnership is the promotion of social and religious the controlling interest, revoke the power given to ends. Will this prevent the creation of a valid X if the latter insists on executing a contract for the partnership in view of Article 1767? partnership which Y and Z oppose? 4. Same partnership. The partnership as orally 4. Same partnership. The liabilities of the partners formed without the contract being put in writing are as follows: X–P50,000; Y–P30,000; Z–P20,000. signed by the partners. Is the contract of a) How shall the profits of P15,000 be partnership valid? distributed? 5. N donated a condominium unit to X, Y, and Z who b) Suppose W is an industrial partner. What agreed among themselves to lease it to W and shall be his share? share in the rentals. Are X, Y, and Z partners? 5. Same partnership. The partners stipulate that Z shall not be liable for losses. Is the stipulation valid?

SECTION 2. – Property Rights of a Partner. I. DEFINITION 1. Partner’s interest in a partnership 2. Profit 3. Surplus 4. Partnership capital II. ENUMERATION A. Property rights of a partner in a partnership B. Rights not acquired by an assignee or transferee of a partner who conveys all his interest in a partnership C. Only right acquired by said assignee or transferee D. Considered as the extent of a partner’s interest in a partnership III. DISCUSSIONS IV. PROBLEMS 1. X, Y, and Z are partners in a partnership which owns a parcel of land. May X transfers his right as a partner to said property to Y? 2. Same partnership. X is liable to W, creditor, who obtained a court judgement against X for the sum of money. What remedy is given by law to W for the satisfaction of his credit against X? 3. Same problem. What may the other partners, Y and Z, do to protect the interest of the partnership? SECTION 3. – Obligations of the Partners with regard to Third Persons. I. DEFINITION 1. Pro rata liability 2. Subsidiary liability 3. Equitable interest or title 4. estoppel II. ENUMERATION A. rules governing the liability of a partner for partnership contract III. DISCUSSIONS a. May a partnership continue to use in its firm name the name of a partner who has died? b. In what cases are partners solidarily liable with the partnership to third persons? c. Can W who is not a partner in a partner in a partnership be held liable as a partner. Explain d. IV. PROBLEMS 1. Chapter 3 DISSOLUTION AND WINDING UP

I. DEFINITION II. ENUMERATION III. DISCUSSIONS IV. PROBLEMS Chapter 4 LIMITED PARTNERSHIP I. DEFINITION II. ENUMERATION III. DISCUSSIONS IV. PROBLEMS