Professional Documents
Culture Documents
PARTNERSHIP DEFINITION
The Philippine Civil Code defines partnership as “by contract of partnership, 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. Partnership contract maybe oral or written.
The written partnership contract is known as the Articles of Co-Partnershipand is required when
total partnership capital reaches P 3,000 in money or property. The contract includes the
following information:
The partnership is required to register with the following government offices before it can
start its operation.
1. Securities and Exchange Commission–to secure the certificate in order to have the
license to operate a business.
2. Department of Trade and Industry – to register the partnership’s trade or business
name to ensure that the business name will not be used by others.
3. City or Municipal Mayor’s Office – to secure for mayor’s permit and license to
operate in the city or municipality and to ensure that the business is in compliance
with their ordinances and standards.
4. Bureau of Internal Revenue – to secure a BIR Certificate of Registration, a Tax
Identification Number, authorization to print official receipts, to register the
books of accounts and paying the national internal revenue taxes.
5. SSS, Philhealth and Pag-ibig Fund – to register the partnership as an employer and
for remitting the employees’ contribution together with the employer’s share.
1. Mutual agency – each partner is considered an agent and will act on behalf of the
partnership in conducting the affairs of the business. However, the partner must
perform his function within the limits of authority conferred on him.
3. Profit and Loss Sharing – there is an agreement on how the partners will share in
the profits and losses of the partnership. As a general rule, the agreement must
be stated in the articles of co-partnership.
4. Limited Life – the life or existence of a partnership may be dissolved at any time by
action of the partners or by operation of law. Causes of dissolution include
admission of a new partner, death, withdrawal or death of a partner and
incorporation.
6. Legal entity – a partnership has its own legal personality separate and distinct
from that of each of the partners.
7. Taxable – partnerships are subject to an annual income tax rate of 30% except
general professional partnerships.
ADVANTAGES OF A PARTNERSHIP
1. Easy Formation – a partnership may be created by a simple contract and has fewer
legal requirements.
2. Larger resources – due to the more number of partners, the partnership has larger
resources for its business operations compared to a sole proprietorship.
3. Better management – the partnership will be well managed by all the partners as
they take interest in the daily operations of the business because of ownership,
profit, and control.
2. Unlimited liability – this is also a disadvantage from the point of any of the partners
since their personal properties maybe called upon to pay the firm’s liabilities.
KINDS OF PARTNERSHIPS
1. According to activities
a. Service- main activity is rendering of services to customers/clients
b. Merchandising or Trading – main activity is the purchase and sale of goods
or products
c. Manufacturing – main activity is the production of goods or products
2. According to liability
a. General – one wherein all partners are general partners and are liable to
partnership debts to the extent of their personal property after all
partnership assets have been exhausted.
b. Limited – one consisting of one or more general partners and one or more
limited partners, who is being a limited partner, is liable only up to the
extent of his capital interest in the partnership.
3. According to object
1. Universal Partnership
a. Universal partnership of all present property –one in which the partners
contribute all the property which actually belongs to them to a common
fund, with the intention of dividing the same among themselves, as well as
the profits which they may acquire therewith.
All assets contributed by the partners to the partnership and subsequent
acquisitions become the common partnership assets.
6. According to publicity
a. Secret partnership – one wherein the existence of certain persons as
partners is not made known to the public by any of the partners.
b. Open partnership – one whose existence is made known to the public by
the members of the firm.
CLASSESOF PARTNERS
1. As to contribution
a. Capitalist partner – contributes money or property to the partnership.
b. Industrial partner – contributes only his skills, industry, labor or services to
the partnership.
c. Capitalist-industrial partner – contributes money, property and industry to
the partnership.
3. As to management participation
a. Managing partner – one who is appointed by the partners to take charge of
the partnership business
b. Silent partner – one who has no active part in the management of the
partnership but is known to be a partner
PARTNER’S DRAWING
1. Regular withdrawals 1. Share in partnership profit from
operations
2. Share in partnership loss from (maybe directly credited to partner’s
operations (maybe directly debited to capital )
partner’s capital)
2. Closing entry to the capital account
A. Partnership is formed for the first time. The partners are new in the business.
In the definition of the partnership, a partner may contribute money, property, or his
special skill or talent. Cash contributed by a partner is recorded at face value. Non-cash
asset or property contributed must be recorded at its value agreed upon by all of the
partners, or in the absence of an agreement, must be recorded at fair value at the date it
was invested by the partner. A partner who contributed his industry or special skill is
recorded as a memorandum entry.
Illustration 1: Art and Ton formed a partnership and invested cash of P 60,000 and P 90,000,
respectively.
Cash 150,000
Art, Capital 60,000
Ton, Capital 90,000
Illustration 2: Stephen and Curry formed a partnership and invested the following:
Stephen Curry
Cash P 100,000 P 125,000
Inventory 275,000
Equipment 200,000
Furniture 40,000 50,000
Cash 225,000
Inventory 275,000
Equipment 200,000
Furniture 90,000
Stephen, Capital 415,000
Curry, Capital 375,000
Illustration 3: James, Kevin and Thomas formed a partnership and contributed the following:
Kevin Thomas
Cash P 70,000 P 130,000
Automobile 900,000
Equipment 250,000
Furniture 60,000 40,000
James is an industrial partner with a 25% share in the profits, the balance to be
divided equally between Kevin and Thomas.
Cash 200,000
Automobile 900,000
Equipment 250,000
Furniture 100,000
Mortgage payable 200,000
Kevin, Capital 830,000
Curry, Capital 420,000
The sole proprietor may change his organization into a partnership with an agreement
with an individual not engaged in any business. The sole proprietor will transfer his net
assets as his investment to the partnership at agreed values or in the absence of agreed
values, at its fair market value. There are two assumptions to record the investments of
the partners: 1) the partnership will use the books of accounts of the sole proprietor, or 2)
the partnership will use new set of books of accounts. The usual practice, however, is to
use new set of books of accounts.
Any adjustments on the value of an asset or liability will be recorded through the capital
account of the partner affected by such adjustments on his books of accounts. Any
increases in the value of an asset account and decreases in a contra asset account and a
liability account will be debited and a corresponding credit to the capital account, while
decreases in the value of an asset account and increases in a contra asset account and a
liability account will be debited and credited to the capital account.
Jordan invited Axel to form a partnership on January 1, 2020. Axel agreed to invest cash
to have 25% interest in the partnership. Jordan will transfer the assets of his business and the
liabilities are to be assumed by the partnership subject to the following adjustments as agreed
upon by Jordan and Axel.
The capital of Jordan will be equivalent to the amount equal to his net assets contributed
which is to be 75% interest of the total partnership capital.
After posting the adjustments, the adjusted capital balance of Jordan will be:
Jordan, Capital
a) 8,000 Bal 310,000
c) 10,000 b) 18,000
e) 25,000 d) 15,000
300,000
Step 2: Prepare the journal entry to record the investment of Axel, the other partner:
Cash 100,000
Axel, Capital 100,000
Cash 50,000
Accounts receivable 80,000
Merchandise Inventory 140,000
Prepaid Expenses 18,000
Equipment 160,000
Allowance for Bad Debts 8,000
Accounts payable 130,000
Accrued Expenses 10,000
Jordan, Capital 300,000
Cash 100,000
Axel, Capital 100,000
Using the above illustration, the following are the journal entries on the books of Jordan:
The Accumulated Depreciation account from the books of the sole proprietor is not carried
on the books of the partnership. Fixed assets transferred to the partnership books are recorded
net of depreciation or its carrying value. The carrying value of the Fixed Asset will be the basis
for future recording of depreciation by the partnership. The Allowance for Bad Debts, however,
is recorded on the books of the partnership because of the possibility that it might still be
collected.
When two or more sole proprietors decided to combine their businesses and form a
partnership, they may agree to transfer their net assets to the partnership at values
agreed upon or at fair market values. The partnership may either: 1) use the books of
accounts of one of the sole proprietors, or 2) use new set of books of accounts. As
mentioned earlier, it is a common practice to use new set of books of accounts.
Illustrative Problem
On March 1, 2020, Carl and Melo decided to combine their businesses to form a
partnership. Statement of Financial Position on March 1, 2020, before the formation, showed the
following:
CARL CO. MELO CO.
Cash P 45,000 P 18,750
Accounts Receivable 92,500 67,500
Merchandise Inventory 150,000 97,500
Prepaid Expenses 31,875 15,000
Office Furniture (net) 175,000 55,000
Accumulated Depreciation (25,000) (10,000)
Office Equipment (net) 80,000 20,000
Accumulated Depreciation (22,500) (6,250)
Total P 526,875 P 257,500
a. Each partner will provide allowance for bad debts equal to 5% of the outstanding
accounts receivable.
b. Carl’s office furniture should be valued at P 155,000, while Melo’s office equipment
is under depreciated by P 1,250.
c. Rent expense incurred previously by Carl was not recorded and paid amounting to P
5,000 while Salary expense incurred by Melo was also not recorded and paid
amounting to P 4,000.
d. The fair value of the merchandise inventory amounted to P 147,500 for Carl and P
105,000 for Melo.
e. Melo will contribute sufficient cash to make his capital interest equal to 40% in the
new firm.
The steps to be followed under this assumption are similar to the procedures as discussed
in Formation B Assumption 1. Assuming the books of Carl Co. will be used by the partnership, the
following are the steps to be followed:
Step 1: Prepare the journal entries to record the adjustments of Carl Co.:
Cash 46,375
Accounts receivable 67,500
Merchandise Inventory 105,000
Prepaid Expenses 15,000
Office Furniture 45,000
Office Equipment 12,500
Allowance for Bad Debts 3,375
Accounts payable 90,000
Accrued Expenses 4,000
Melo, Capital 194,000
The books of Carl Co. will not be closed since it will be used by the new partnership. The
adjustments on the affected accounts of Melo Co. will not be taken up in the books of Carl. The
following journal entries to record the adjustments and closing entry on the books of Melo Co. are
as follows:
e. Cash 27,625
Melo, Capital 27,625
The computation for the adjusted capital of Carl and Melo and his additional cash
investment is presented as follows:
Carl, Capital
a) 4,625 Bal 296,125
c) 5,000 b) 5,000
d) 2,500
291,000
Melo, Capital
a) 3,375 Bal 167,500
b) 1,250 d) 7,500
c) 4,000 e) 27,625*
194,000
Cash 45,000
Accounts receivable 92,500
Merchandise Inventory 147,500
Prepaid Expenses 31,875
Office Furniture 155,000
Office Equipment 57,500
Allowance for Bad Debts 4,625
Accounts payable 228,750
Accrued Expenses 5,000
Carl, Capital 291,000
To record the investment of Carl.
Cash 46,375
Accounts receivable 67,500
Merchandise Inventory 105,000
Prepaid Expenses 15,000
Office Furniture 45,000
Office Equipment 12,500
Allowance for Bad Debts 3,375
Accounts payable 90,000
Accrued Expenses 4,000
Melo, Capital 194,000
To record the investment of Melo.
The Statement of Financial Position of Carl and Melo immediately after the formation of
the partnership is presented as follows:
ASSETS
Cash P 91,375
Accounts Receivable P 160,000
Less allowance for bad Debts 8,000 152,000
Merchandise Inventory 252,500
Prepaid Expenses 46,875
Office Furniture 200,000
Office Equipment 70,000
Total Assets P 812,750
The percentage capital share of each partner is the amount of equity that each partner
will have in the net assets of the new partnership. The capital contribution of the partner is
generally equal to his capital share. However, there are cases where partners may agree to a
capital share equity which is not equal to his capital contribution. This situation will give rise to
bonus on the initial investments of the partners.
Example :Billy and Joel agreed to form a partnership by investing P 130,000 and P 85,000
respectively. Profits and losses are shared 65% and 35% respectively.
Cash 215,000
Billy, Capital 130,000
Joel, Capital 85,000
2. Partners agreed to have equal capital interest in the partnership. Implied bonus
will be given to Joel since he has a lesser amount of contribution.
Cash 215,000
Billy, Capital 107,500
Joel, Capital 107,500
P 215,000/2
3. Partners agreed to have their respective capital interest in proportion to their profit
and loss agreement in the partnership. Implied bonus is given to Billy.
Cash 215,000
Billy, Capital 139,750
Joel, Capital 75,250
215,000 x 65% = 139,750
215,000 x 35% = 75,250
2-2 Prepare the journal entry to record the investment of Jake Gonzales in the new
partnership assuming the following independent cases:
a. Merchandise inventory with a cost of P 200,000 with an agreed value equal to 70%
of its cost.
b. Cash of P 800,000.
c. Accounts receivable of P 430,000 with an estimated uncollectible accounts of
P50,000.
d. Office equipment with a cost of P 800,000 with an accumulated depreciation of
P200,000 after 5 years of use with no residual value. The office equipment was
accepted to have an agreed 10 year useful life.
2-3 The following data as of May 1, 2020 were taken from the records of Jack and Jill:
Jack Jill
Cash P 11,000 P 22,354
Accounts receivable 234,536 567,890
Inventories 120,035 260,102
Land 603,000
Building 428,267
Furniture & Fixtures 50,345 34,789
Other Assets 2,000 3,600
________ _________
Total Assets P1,020,916 P1,317,002
========= =========
Jack and Jill agreed to form a partnership by contributing their respective assets and
equities subject to the following adjustments:
a) Inventories of P 5,500 and P 6,700 are worthless in Jack’s and Jill’s respective
books.
b) Accounts receivable of P 20,000 in Jack’s book and P 35,000 in Jill’s book
1) Assuming the partnership will use the books of Jack, give the entries to adjust the account
balances of Jack and to record the investment of Jill.
3) Assuming the partnership will use new set of books, give the entries to record the
investment of Jack and Jill.
2-4 On July 1, 2020. Jhing and Jhong agreed to invest equal amounts and share profits and
losses equally in a partnership with Jhing investing P 110,000 cash and merchandise valued
at P 140,000. Jhong will also invest a total of P 250,000, including cash, and the agreed
values of various items as shown below:
INVESTMENT BY JHONG
BOOK VALUE FAIR MARKET
VALUE
Accounts Receivable P 195,000 P 195,000
Allowance for Bad Debts 8,750 12,500
Merchandise Inventory 23,250 26,250
Equipment, net 30,000 20,000
Accounts Payable 75,000 75,000
1. What amount of cash should Jhong invest upon the formation of the partnership?
2. Give the required entries assuming the partnership will use new set of books.
2-5 Jojo invites Jam to join him in his business. Jam agreed to join Jojo provided that the
following adjustments are taken up in the books of Jojo:
Prepaid expenses of P 10,000 and accrued expenses of P 6,000 are to be
recognized.
Accumulated Depreciation on Jojo’s equipment will be increased by P 10,000.
Jojo’s capital before adjustment for the above items wasp 405,000. Jam will invest enough
cash to make his interest equal to 40%.
1) How much is Jojo’s adjusted capital balance?
2) How much should Jam invest to give him a 40% equity in the firm?
KARL KENT
Merchandise Inventory P 500,000 P 900,000
Building - 2,450,000
Machinery and Equipment 450,000 950,000
Furniture and Fixtures 300,000
2-7 Jolo and Joko entered into a partnership on August 1, 2020 by investing the following
assets:
Jolo Joko
Cash P 400,000 ---
Merchandise inventory --- P 500,000
Land --- 1,150,000
Building --- 750,000
Equipment 650,000 ---
The agreement between Jolo and Joko provides that profits and losses are to be divided
into 30% (to Jolo) and 70% (to Joko), and that the partnership is to assume the P 350,000
mortgage loan on the building.
1) If Joko is to receive a capital credit equal to his profit and loss ratio, how much cash must
he invest?
2) Assuming that Joko invests P 600,000 cash and each partner is to be credited for the full
amount of the net assets invested, how much is the total capital of the partnership?
3) Using the data in number 2, how much is the total assets of the partnership?
JERRY JASON
Book Fair Value Book Fair Value
Value Value
Accounts Receivable, net P 50,000 P 40,000 P 100,000 P 90,000
Merchandise Inventory 200,000 240,000 160,000 150,000
Property and Equipment, net 400,000 320,000
Accounts payable 280,000 280,000 40,000 40,000
After the above adjustments, Jerry and Jason are to contribute or to withdraw cash to
bring their respective capital to P 350,000 each. Based on the above information, answer
the following:
1) How much is the capital of Jason after giving effect to the above adjustments but before
the cash investment or withdrawal as the case may be?
2) How much is the capital of Jerry after giving effect to the above adjustments but before
the cash investment or withdrawal as the case may be?
3) How much is the cash investment or withdrawal of Jerry? Indicate whether investments or
withdrawal
4) How much is the cash investment or withdrawal of Jason? Indicate whether investments
or withdrawal
5) How much is the total currents assets of the partnership immediately after its formation?
6) How much is the total assets of the partnership immediately after its formation?
2-9 John invested in a partnership a parcel of land which cost his father P 2,000,000. The land
had a market value of P 3,000,000 when John inherited it three years ago. Currently, the
land is independently appraised at P 5,000,000 even though John insisted that he “would
not take P 9,000,000 for it.”
What is the amount that should be recorded in the accounts of the partnership for the
parcel of Land?