PARTNERSHIP REVIEWER

University of The Philippines

PARTNERSHIP
it is a CONTRACT whereby two or more persons (1) bind themselves to CONTRIBUTE
money, property, or industry to a COMMON FUND (2) with the intention of dividing the
PROFITS among themselves or in order to EXERCISE a PROFESSION
a STATUS and a FIDUCIARY RELATION subsisting between persons carrying on a
business in common with a view on profit
CHARACTERISTICS OF THE CONTRACT OF PARTNERSHIP
[C, C, L, I, AS, NP]
1. CONSENSUAL
perfected by mere consent
2. CONTRIBUTION of money, property or industry to a COMMON FUND
3. object must be a LAWFUL one
4. INTENTION of DIVIDING the PROFIT among the PARTNERS
5. AFFECTIO SOCIETATIS
the desire to formulate an ACTIVE UNION, with people among whom there
exist a
mutual CONFIDENCE and TRUSTS
6. NEW PERSONALITY
the object must be for profit and not merely for the common enjoyment otherwise only
a co-ownership has been formed. HOWEVER, pecuniary profit need not be the only aim,
it is enough that it is the principal purpose
BUSINESS TRUSTS
when certain persons entrust their property or money to others who will manage the
same for the former
RULES ON CAPACITY TO BECOME A PARTNER
1. a person capacitated to enter into contractual relations may become a partner
2. an UNEMANCIPATED MINOR CANNOT become a partner UNLESS his parent or
guardian consents
3. a MARRIED WOMAN, cannot contribute conjugal funds as her contribution to the
partnership UNLESS she is permitted to do so by her husband OR UNLESS she is the
administrator of the conjugal partnership, in which the COURT must give its consent
authority
4. a PARTNERSHIP being a juridical person by itself can form another partnership
5. a CORPORATION cannot become a partner on grounds of public policy

 a partner shares not only in profits but also in the losses of the firm
RULE:
the partnership has a PERSONALITY SEPARATE and DISTINCT from that of each
partner