The Law on Partnerships and Private Corporations
21. X, Y, and Z formed a partnership to which they contributed a total capital of P30,000. The partners agreed on the sharing of profits but not of losses. Is there a valid partnership?
It is still a valid partnership. It is not necessary for the parties to agree upon a system of sharing. The essence of partnership is that the profits and losses arising from the undertaking will be shared between or among partners. However, where a partnership has been validly created, a subsequent stipulation which excludes one or more partners from any share in the profits or losses will not affect its existence. Only the stipulation is void.
20. X, Y, and Z formed a partnership to which they contributed a total capital of P30,000. The partnership is not registered with the Securities and Exchange Commission. Does the partnership have a juridical personality?
Partnership still acquires personality despite failure to comply with the requirements of execution of public instrument and registration of name in SEC. Art. 1768. The partnership has a juridical personality separate and distinct from that of each of the partners even in case of failure to comply with the requirements of Article 1772, first paragraph.
22. X, Y, and Z formed a partnership to which they contributed a total capital of P30,000. The partnership was orally formed without the contract being put in writing signed by the partners. Is the contract of partnership valid?
The formation of a partnership requires a voluntary "association" of a person who "co-own" the business and intend to conduct the business for profit. Persons can form a partnership by written or oral agreement. Thus, the contract of partnership is valid, however, misunderstandings and disputes among partners relative to the nature and terms of the contract may be difficult to avoid or minimize since there is an absence of a written contract.
11. One which has complied with all the legal requirements for its establishment. What classification of partnership is being defined? (Article 1776) a) De jure partnership b) De facto partnership c) Universal partnership d) Notorious partnership
a) De jure partnership
13. Which of the following statements is/are true? (Article 1777) I. A universal partnership may refer to all the present property. II. A universal partnership may refer to all the profits. a) I and II b) Only I c) Only II d) Neither I nor II
a) I and II
2. Which of the following statements is/are true? (Article 1768) I. The partnership has a juridical personality separate and distinct from that of each partners. II. Partnership still acquires personality despite failure to comply with the requirements of execution of public instrument and registration of name in SEC. a) I and II b) Only I c) Only II d) Neither I nor II
a) I and II
8. What property or an interest therein may be acquired in the partnership name as stated in Article 1774? a) Immovable b) Movable c) Tangible d) Intangible
a) Immovable
16) In this class of partnership, the partners retain their ownership over their present and future property. a) Ownership of present and future property b) Profits acquired through chance c) Fruits of property subsequently acquired
a) Ownership of present and future property
7. Which of the following will render the partnership contract void, where immovable property is contributed? (Article 1773) a) The contract is not in a public instrument. b) The contract is in a public instrument. c) An inventory of the property contributed is made. d) An inventory of the property contributed is signed by the parties.
a) The contract is not in a public instrument.
17) This article applies only when a universal partnership has been organized. a) Article 1782 b) Article 1781 c) Article 1783
b) Article 1781
12. What kind of partner who takes the charge of the winding up of partnership affairs upon dissolution? (Article 1776) a) Capitalist Partner b) Liquidating Partner c) Industrial Partner d) General Partner
b) Liquidating Partner
6. Which of the following statements is/are false with regards to the purpose of registration? (Article 1772) I. Registration is not necessary as a condition for the issuance of licenses to engage in business and trade. II. The tax liabilities of big partnerships cannot be evaded. a) I and II b) Only I c) Only II d) Neither I nor II
b) Only I
4. Which is not an effect of an unlawful partnership? (Article 1770) a) The contract is void. b) The profits shall be confiscated in favor of the partners. c) The partnership never existed in the eyes of the law. d) All of the above.
b) The profits shall be confiscated in favor of the partners.
15. What is the general rule with respect to contribution of future property? (Article 1779) a) Future properties can be contributed. b) The properties contributed be included in the partnership requires the contribution of things determinate. c) The properties contributed be included in the partnership requires the contribution of things indeterminate. d) Both A and B
b) The properties contributed be included in the partnership requires the contribution of things determinate.
3. When does co-ownership exist? (Article 1769) a) Whenever the ownership of a divided thing or right belongs to different persons. b) Whenever the ownership of an undivided thing or right belongs to different persons. c) Whenever the ownership of an undivided thing or right belongs to the same persons. d) Whenever the ownership of a divided thing or right belongs to the same persons.
b) Whenever the ownership of an undivided thing or right belongs to different persons.
18) A partnership formed in violation of this article shall be null and void. It shall not have any legal personality either. a) Article 1780 b) Article 1781 c) Article 1782
c) Article 1782
9. Which of the following statements is/are true? (Article 1775) I. Partnership relation is created only by the voluntary agreement of the partners. II. Secret partnerships shall be governed by the provisions relating to co-ownership. III. It is essential that the articles of partnership be given publicity. a) I, and II b) Only III c) I, II, and III d) II and III
c) I, II, and III
1. Which of the following is not a basic feature of a partnership? (Article 1767) a) Lawful purpose or object b) Separate Juridical personality c) It must be consensual d) Mutual agency of partners
c) It must be consensual
19) Suppose A and B form a Universal Partnership of All Profits and A wins in the lotto, P100,000.00 B tries to share in 50% citing the existence of their partnership and that A used the partnership's money to purchase the lottery ticket. Can B really share in the lotto winning? a) Yes, because A used the partnership's money to purchase the lottery ticket. b) No, because A was the one who bought the lottery ticket. c) No, because it came from chance and not a profit from work.
c) No, because it came from chance and not a profit from work. It is stated in Article 1780 that "a universal partnership of profits comprises all that the partners may acquire by their industry or work during the existence of the partnership." Since the law speaks only of profits which the partners may acquire by their industry or work, it follows that profits acquired by the partners through chance, such as lottery or by lucrative title without employment of any physical or intellectual efforts, are not included. Even A use the partnership's money, B cannot have a share since it is a profit acquired through chance. If the P100,000.00 instead came from A's work in Pledis Entertainment, B can have a share in the profit of A since it came from work.
14. What is a partnership of all present property? (Article 1778) a) Partners contribute all the property which belongs to them to a common fund. b) No intention of dividing all profits they may acquire. c) It could be universal. d) A and C
d) A and C
5. What is the general rule in forming a partnership contract? (Article 1771) a) There is a special form required for validity or existence of the partnership contract. b) Contract maybe made only orally regardless of the value of the contributions. c) Contract maybe made only in writing regardless of the value of the contributions. d) Contract maybe made orally or in writing regardless of the value of the contributions.
d) Contract maybe made orally or in writing regardless of the value of the contributions.
10. One wherein the existence of certain persons as partners is not avowed or made known to the public by any of the partners. What classification of partnership is being defined? (Article 1776) a) Commercial partnership b) Trading partnership c) Professional partnership d) Secret partnership
d) Secret partnership