ARTICLES

 
GROUP 2
1891-1896
ETOQUILLA ERICKA C.
GALVEZ REIDEEREI JOHN LEVY V.
GARCIA CARL PATRICK G.
GO DAVE VINCENT S.
 • If there is no agreement to the contrary, in case of an imminent loss of the business of the partnership, any partner who refuses
to contribute an additional share to the capital, except an industrial partner, to save the venture, shall be obliged to sell his
1891 interest to the other partners. (n)

• If a partner authorized to manage collects a demandable sum, which was owed to him in his own name, from a person who owed the partnership another sum also
demandable, the sum thus collected shall be applied to the two credits in proportion to their amounts, even though he may have given a receipt for his own credit only; but
1892 should he have given it for the account of the partnership credit, the amount shall be fully applied to the latter. The provisions of this article are understood to be without
prejudice to the right granted to the debtor by Article 1252, but only if the personal credit of the partner should be more onerous to him. (1684)

• A partner who has received, in whole or in part, his share of a partnership, when the other partners have not collected theirs, shall be obliged, if the
debtor should thereafter become insolvent, to bring to the partnership capital what he received even though he may have given receipt for his share
1893 only. (1685a)

• Every partner is responsible to the partnership for damages suffered by it through his fault, and he cannot compensate them with the profits and benefits which he may
have earned for the partnership by his industry. However, the courts may equitably lessen this responsibility if through the partner’s extraordinary efforts in other
1894 activities of the partnership, unusual profits have been realized. (1686a)

• The risk of specificc and determinate things, which are not fungible, contributed to the partnership so that only their use and fruits may be for thecommon benefits, shall be borne
by the partner who owns them. If the things contributed are fungible, or cannot be kept without deteriorating, or if they were contributed to be sold, the risk shall be borne by the
partnership. In the absence of stipulation, the risks of things brought and appraised in the inventory, shall also be borne by the partnership, and in such case the claim shall be
1895 limited to the value at which they were appraised. (1687)

• The partnership shall be responsible to every partner for the amounts he may have did bursed on behalf of the partnership and for the corresponding interest, from the time the
expenses are made; it shall also answer to each partner for the obligations he may have contracted in good faith in the interest of the partnership business, and for risks in
1896 consequence of its management. (1688a)
Imminent loss
Selling of interest

◦ If the capitalist partner is

◦ Refusal to contribute additional Article 1891:
WILLING but NOT
funds to save the partnership
FINANCIALLY CAPABALE,
means that the partner is no
the article will NOT apply to him If there is no agreement to the con
because he is already insolvent.
longer has interest in the trary, in case of an imminent loss
partnership of the business of the partnership,
any partner who refuses
Things to consider: to contribute an additional share
If the purpose of additional to the capital, except an industrial
1. There must be imminent loss.
contribution is simply to raise partner, to save the venture, shall
2. The partner who is unwilling to be obliged to sell his interest to the
capital, then this article will not
contribute must be solvent/financially other partners. (n)
apply.
capable.
3. There is no agreement that the partners
will not have to contribute additional
funds in case of loss.
Things to remember:
The two condition should be present in order the
article will apply, otherwise, the entire amount
will go to whoever collect payments from the
debtor.
1. 2 debts and both are due and demandable.
2. The one collecting should be the managing
partner.
Article 1892:
If a partner authorized to manage collects
a demandable sum, which was owed to
him in his own name, from a person who
owed the partnership another sum also
demandable, the sum thus collected shall
be applied to the two credits in
proportion to their amounts, even though
he may have given a receipt for his own
credit only; but should he have given it
for the account of the partnership credit,
the amount shall be fully applied to the
latter. The provisions of this article are un
derstood to be without prejudice to the
right granted to the debtor by Article
1252, but only if the personal credit of the
partner should be more onerous to him.
(1684)

ONE debt but 2 or
more of debtors. Both
of are which partners.
If you get your share early and the
other parties cannot get theirs
because they the debtor become
insolvent, then you should return
YOUR share to the partnership so
that no one gets more than it should
be.
Article 1893:
A partner who has received, in 
whole or in part, his share of a
partnership, when the other
partners have not collected
theirs, shall be obliged, if the
debtor should thereafter
become insolvent, to bring to
the partnership capital what he
received even though he may
have given receipt for his share
only. (1685a)
◦ Compensation will not apply because in
compensation, you should be BOTH a
Article 1894:
debtor and a creditor at the same time. Every partner is responsible to
However, the partner here is only a  the partnership for damages
DEBTOR for damages and he cannot suffered by it through his
compensate using his profits and benefits fault, and he cannot
earned for the partnership because it IS compensate them with the
HIS DUTY to do so in the first place. profit and benefits which he
may have earned for the
partnership by his industry.
However, the courts may
equitably lessen this
◦ Follows that if the partner is guilty of responsibility if through the
fraud or damages, he shall be liable for partner’s extraordinary efforts
that. in other activities of the
partnership, unusual profits
have been realized. (1686a)
◦ If the contribution is DETERMINATE AND
NON- FUNGIBLE but only the use is
contributed, when it is lost, the one who
contributes is liable for it.
◦ If FUNGIBLE THINGS are contributed, the
partnership shall be the one to shoulder the
risks.
◦ The partnership shall also be the one to
bear the risk for items brought for sale
in inventory for appraisal for the value
at which they were appraised.
Article 1895:
The risk of specificc and
determinate things, which are not
fungible, contributed to the
partnership so that only their use
and fruits may be for thecommon
benefits, shall be borne by the
partner who owns
them. If the things contributed are f
ungible, or cannot be kept without
deteriorating, or if they were
contributed to be sold, the risk
shall be borne by the partnership. In
the absence of stipulation, the risks
of things brought and appraised in
the inventory, shall also be borne by
the partnership, and in such case the
claim shall be limited to the value at
which they were appraised. (1687)
◦ Obligation of the partnership to partners. Article 1896:

The partnership shall be respo
nsible to every partner for the
◦ The partners are merely agents so they are not personally amounts he may have
liable except if they are at fault or if they exceeded their disbursed on behalf of
expressed authority. the partnership and for the
corresponding interest, from
the time the expenses are
◦ Obligation of partnership: made; it shall also answer to
each partner for the obligations
1. To reimburse any amount disbursed by the partners in behalf he may have contracted in
of the partnership. good faith in the interest of the
partnership business, and for
2. To answer for any obligation contracted in good faith.
risks in consequence of its
3. to answer for risks in management. management. (1688a)
THANK
YOU!