Professional Documents
Culture Documents
Overview
Basically, the manner a partnership business operates is the same with that of a sole proprietorship;
be it on rendering of service, sale of merchandise and manufacturing of a product.
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CHAPTER 2 - PARTNERSHIP (DEFINITION, NATURE AND FORMATION)
CHAPTER OUTLINE
PARTNERSHIP
Article 1767 of the New Civil Code of the Philippines defines Partnership as “a contract
whereby two or more persons bind themselves to contribute money, property or industry to a
common fund, with the intention of dividing the profits among themselves”.
CHARACTERISTICS OF PARTNERSHIP
1. Mutual Agency – every partner has the authority to act for the partnership and become
binding if such act is within his express or implied authority.
2. Limited Life – partnership exists on contract drawn by the partners and can be terminated
anytime the partners so desire causing the partnership to be dissolved.
3. Unlimited Liability – creditors can run after the personal assets of the partners (except
limited partners) after all partnership assets have been exhausted in payment of its
obligation.
4. Co-ownership – when a property is invested by a partner in the partnership, such property is
no longer owned by him but by the partnership.
5. Plurality of Capital and Drawing Accounts – this is one unique characteristics of a
partnership wherein each partner is provided with a capital and drawing accounts.
6. Profit and Loss Distribution – as stipulated in their agreement, a partner has to share for
every amount of profit that the business makes or loss that the business incurs.
KINDS OF PARTNERSHIP
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1. According to its activities
a. Trading Partnership - its main activity is to manufacture or purchase and sale of
goods.
b. Non-Trading Partnership – its main activity is to engage in service activities
professional or non-professional activities.
2. According to the liability of the partners
a. General Partnership – is one where all the partners are general partners, that is all
partners are personally liable for the partnership debts to the extent of their
personal assets in case partnership assets are not sufficient to pay the said
obligation.
b. Limited Partnership – not all partners can be limited partners. There should be at
least be one general partner.
CHARACTERISTICS OF PARTNERS
The opening entry to be made in the book of the partnership is to record the initial investment of
the partners. The investment may be in form of cash or non-cash assets except for an industrial
partner where his contribution is his personal service which has no assigned value.
When non-cash assets are invested to the partnership, the value assigned to these assets are
recorded at the fair market value as of the date of transfer to the partnership.
Fair Market Value is the price at which an asset or liability could be exchanged in a current
transaction between knowledgeable, unrelated willing parties.
1) STARTING A BUSINESS
To illustrate:
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On January 2, 20A, Cesario Edulan, Edgar Detoya and Pamela Tao formed a partnership
business with the following contributions:
January 2 DR CR
Cash 100,000.00
C. Edulan, Capital 100,000.00
Initial investment of C. Edulan
Equipment 120,000.00
Accounts Payable 15,000.00
E. Detoyaa, Capital 105,000.00
Initial Investment of E. Detoya
with assumtion of a liability
Ms. Pamela Tao was admitted in the partnership as an industrial partner with a 10% share in profit.
Signed: C. Edulan
E. Detoya
P. Tao
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January 2 DR CR
Cash 100,000.00
Equipment 120,000.00
Accounts Payable 15,000.00
C. Edulan, Capital 100,000.00
E. Detoya, Capital 105,000.00
Initial investment of C. Edulan
and E. Detoya with assumption
of liability.
Ms. Pamela Tao was admitted in the partnership as an industrial partner with a 10% share in profit.
Signed: C. Edulan
E. Detoya
P. Tao
Take not of the basic accounting aquation: ASSETS, P220,000.00= LIABILITIES, P15,000.00 +
PARTNERS’ EQUITY, P235,000.00 is maintained.
Cash
02-Jan 100,000.00
Equipment
02-Jan 120,000.00
Accounts Payable
15,000.00 02-Jan
C. Edulan, Capital (50%)
100,000.00 02-Jan
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When either one of the partners or all of the prospective partners are sole proprietors who
have agreed to form a partnership, their respective sole proprietorship books are closed
and a new set of books will be opened by the partnership.
Before closing the sole proprietor’s books of accounts, adjustments are needed in order to
fairly and reasonably establish the equities of the sole proprietors on the net assets (Assets
less Liabilities) transferred because their adjusted balances will be carried in the book of the
partnerships which greatly affect on their agreement to divide profits or losses.
a. Non-cash assets are revalued to conform with their fair market values
b. Recognition of liability and other adjustments which may be deemed necessary
Guide 1 – If the assets has a “contra-asset” or “asset offset” account, the adjustments is made
through this contra account.
Illustration 1
As agreed, the provision for uncollectible accounts should be increased to 10% of the outstanding
receivable.
Explanation:
The Estimated Uncollectible Accounts is the contra-asset account of Accounts Receivable. The
adjustment should be made on this account. The amount of adjustment is P5,000.00 as computed
below:
Analysis:
The Estimated Uncollectible Accounts should be increased by P5,000.00 to meet the required
balance of P8,000.00 (P3,000.00+P5,000.00). To increase its balance is to credit the said account.
The debit therefore is the “Owner’s Equity account”.
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Adjusting Journal Entry
Illustration 2
Equipment P120,000.00
Less: Acc. Depreciation-Equipment 70,000.00
Net Book Value P50,000.00
Explanation:
To adjust the net book value of the equipment from P50,000.00 to its fair market value of
P80,000.00 was done through the Acc. Depreciation account and not directly through the asset
account, Equipment. The Accumulated Depreciation balance should be decreased by P30,000.00 so
that the net book value can be increased by P30,000.00 also. Thus,
The debit and credit entries of Proprietor’s Capital Account to effect adjustments are summarized
below:
Proprietor's Capital
1. decrease in asset 1. increase in asset
2. increase in contra-asset 2. decrease in contra-asset
3.increase in liability 3. decrease in liability
Guide 2 – If the assets do not have the contra-asset or asset-offset account, the adjustments is made
to the asset account itself like for example, land and merchandise.
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Illustration 3
Fair Market Value P1,500,000.00
Land (per record) 1,000,000.00
Needed amount of adjustment to increase the
value of land P500,000.00
Land 500,000.00
Proprietor, Capital 500,000.00
Illustration 4
Merchandise 50,000.00
Proprietor, Capital 50,000.00
Assume: An accrued interest on Notes Payable was not yet recorded, P500.00
Explanation:
The adjusting entry should have been a debit to interest expense. If interest expenses account was
debited, being a nominal account, will be closed to capital account. To directly effect the decrease,
the Proprietor’s Capital account was debited instead. The credit to Accrued interest expense is to
set-up the liability account.
ILLUSTRATION:
Let us assume that Marivic Peñaflor, proprietress of Dadiangas Merchandising and Jufel Tamala,
proprietor of Dadiangas Grocery have agreed to form a partnership business. The firm has been
registered with the Department of Trade and Industry under business name “Gensan Commercial”.
Prior to its formation on August 1, 20A, the Statements of Financial Position of the Sole Proprietors
before any adjustments were taken up and are presented on the next page:
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Dadiangas Merchandising
Statement of Financial Position
As of July 31, 20A
ASSETS
Current Assets:
Cash in Bank 260,000.00
Accounts Receivable 90,000.00
Estimated Uncollectible Accounts 5,000.00 85,000.00
Merchandise Inventory 150,000.00
Non-Current Assets:
Equipment 70,000.00
Acc. Depreciation 20,000.00 50,000.00
Total Assets 545,000.00
LIABILITIES
Accounts Payable 50,000.00
OWNER'S EQUITY
M. Penaflor, Capital 495,000.00
Total Liabilities and Owner's Equity 545,000.00
Dadiangas Grocery
Statement of Financial Position
As of July 31, 20A
ASSETS
Current Assets:
Cash in Bank 280,000.00
Accounts Receivable 50,000.00
Estimated Uncollectible Accounts 2,000.00 48,000.00
Merchandise Inventory 190,000.00
Non-Current Assets:
Equipment 40,000.00
Acc. Depreciation 30,000.00 10,000.00
Total Assets 528,000.00
LIABILITIES
Accounts Payable 70,000.00
OWNER'S EQUITY
J. Tamala, Capital 458,000.00
Total Liabilities and Owner's Equity 528,000.00
The prospective partners have agreed further that the following adjustments should be made on
their respective sole proprietorship books:
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1) Their respective provision for Uncollectible Accounts should be adjusted to equal to 10% of
the outstanding receivable.
2) The merchandise of M. Penaflor shall be revalued at P160,000.00 while that of J. Tamala at
P185,000.00 due to damages and obsolescence.
3) The Equipment of M. Penaflor is under depreciated by P8,000.00 while the Furniture and
Fixtures of J. Tamala should be revalued P 22,000.00
4) Unpaid utilities Expense:
a. M. Penaflor P3,000.00
b. J. Tamala 20,000.00
The sole proprietorship books of M. Penaflor and J. Tamala are adjusted to conform with the
prospective partners’agreement as shown below:
BOOK of M. Penaflor BOOK of M. Penaflor
The above adjusting entries are posted to their respective General Ledger. Only the accounts
involved in the adjusting entries are shown with postings:
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General Ledger of M. Penaflor General Ledger of J. Tamala
After the adjustments, the capital balance of M. Penaflor has been decreased from P495,000.00 to
P490,000.00 while the capital of J. Tamala has been increased from P458,000.00 to P460,000.00.
The Statement of Financial Position as of the date of partnership formation on August 1, 20A is
shown on the next page under the new partnership name Gensan Commercial.
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Gensan Commercial
Statement of Financial Position
As of August 1, 20A
ASSETS
Current Assets:
Cash in Bank 540,000.00
Accounts Receivable 140,000.00
Estimated Uncollectible Accounts 14,000.00 126,000.00
Merchandise Inventory 345,000.00
Non-Current Assets:
Equipment 42,000.00
Furnitures and Fixtures 22,000.00
Total Assets 1,075,000.00
LIABILITIES
Accounts Payable 120,000.00
Accrued Expense 5,000.00
Total Liabilities 125,000.00
PARTNERS` EQUITY
M. Penaflor, Capital 490,000.00
J. Tamala, Capital 460,000.00
Total Capital 950,000.00
Take note that the Owner’s Equity section in both sole proprietress/proprietor’s Statement of
Financial Position was changed to partners’equity as of August 1, after forming the partnership.
The above adjusted accounts of both prospective partners are the basis for recording their
respective investments in the partnership.
The opening journal entries in the book of GENSAN COMMERCIAL to record the investments of M.
Penaflor and J. Tamala are as follows:
Áugust 1
Cash in Bank 260,000.00
Accounts Receivable 90,000.00
Merchandise Inventory 160,000.00
Equipment 42,000.00
Est. Uncollectible Accounts 9,000.00
Accounts Payable 50,000.00
Accrued Expenses 3,000.00
M. Penaflor, Capital 490,000.00
To record initial investments of M. Penaflor
in the Gensan Commercial Partnership.
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Áugust 1 Cash in Bank 280,000.00
Accounts Receivable 50,000.00
Merchandise Inventory 185,000.00
Furnitures and Fixtures 22,000.00
Est. Uncollectible Accounts 5,000.00
Accounts Payable 70,000.00
Accrued Expenses 2,000.00
J. Tamala, Capital 460,000.00
To record initial investments of J. Tamala
in the Gensan Commercial Partnership.
Take note that the Equipment in the Book of M. Penaflor and Furnitures and Fixtures in the book of
J. Tamala were recorded in the book of partnership at Net Book Value or carrying value of
P42,000.00 (P70,000.00-P28,000.00) and P22,000.00 (P40,000.00-P18,000.00) respectively based on
fair market values. In contrast with Accounts Receivable, it is shown at a gross amount together with
corresponding Est. Uncollectible Accounts because these were only mere provision and there is still
hope of collection.
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After posting the above entries in their respective General Ledgers, all account balances will be
closed. Your guide in closing the book of the sole proprietorship book is: “to close is to debit all
accounts with credit balances and credit all accounts with debit balances”.
PROBLEMS
Problem 1
On July 1, 20A, Celso Sanada Sr. and Louie Estrebilla have agreed to form a partnership business
engaged in buying and selling of “tuna”fish within the vicinity of Genaral Santos City. Their
contributions among others included the following:
Sanada Estrebilla
Cash P250,000.00 P380,000.00
Frozen Tuna 180,000.00
Delivery Van 950,000.00
As agreed, Sanada’s “frozen tuna”was revalued at P160,000.00 while Estrebilla’s mortgage loan
balance of P250,000.00 for his delivery van was treated as his personal obligation from Mitsubishi
Gensan Branch.
Required:
Problem 2
Jocelyn Joson and Jocelyn Te are partners of JJ Pawnshop. After a year of successful business
operations, the partners’equity has reached to a total amount of P480,000.00 which is 50% higher
than last year when they have just started it. The percentage of outside creditors’claim in the total
partnership assets is 40%. Considering that both are general partners, answer the following
questions:
Arnold Rada and Dexter Besinan agreed to form a laundry shop business in Davao City. They further
agreed that adjustments be made in the book of Rada after which Besinan will contribute cash equal
to the net assets (Net Assets = Assets - Liabilities) after adjustments. The ledger account balances of
Rada as follows:
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Estimated Uncollectible Accounts (3,000.00)
Laundry Equipment 120,000.00
Accumulated Depreciation (35,000.00)
Accounts Payable 15,000.00
a. P85,000.00 c. P120,000.00
b. P100,000.00 d. P135,000.00
a. P178,000.00 c. P193,000.00
b. P188,000.00 d. P208,000.00
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