Obligations of the

Partnership
Session
16
Welcome to the Presentation of our Group

BSMA-1D
There are 12 Members to this Group.
 Gyravic Krystelle Dequiroz

Irene Ceriaca
Koleen Fernando

Mark Francis Gaco Justine Mae Balbuena

Glenderick Osias Manuelito Perez
John Laurence Deliva John Christofher Bongol
Heart Kathleen Martinez Louise Annuelle Cabotaje
Richelle Mae Ortega
 Table of
Title, Group Members and
Reporters. Contents: Obligations of the Partners
to their Partners.
Source of Information.

Introduction Topic 2 References

Topic 1 Topic 3
Obligations of the Obligations of the Partners to
Partnership. Third Persons.
What is Partnership?
 Obligations of the
1. To give his contribution (Arts. 1786, 1788)
Partnership
a. No demand is necessary to incur delay because the obligation is one where time is of the
essence and the partner may be liable for damages.
b. A partner must exercise due diligence in preserving the thing promised to be contributed;
otherwise, he shall be liable for loss or deterioration.
c. Deliver the fruits of what has been delivered:
i. Fruits referred herein are of the thing/s contributed at the time that the latter should
have been delivered.
ii. If partner is in bad faith, he is liable for (1) The fruits actually produced and (2) The
fruits that could have been produced.
iii. If what has been promised is money, the partner is liable for the interest and damages
from the time that he should have contributed the money (Art. 1788).
 d. Before delivery of such promised things, ownership remains with the partner since
actual or constructive delivery transfers ownership.
e. Warrant the thing delivered against eviction.
2. Not to convert partnership funds/ property for his own use (Art. 1788)
3. Not to engage in unfair competition (applicable to capitalist partner); not to engage in any
other industry at all without the consent of the partnership (applicable to industrial partner)
(Art. 1808)
4. To account for and hold as trustee, unauthorized personal profits (Art. 1807)
5. Pay for damages caused by his fault (Art. 1794)
6. Credit to the firm the payment made by a debtor who owes both the partnership and the
partner (Art. 1792)
7. Share with other partners the share of the partnership credit which he has received from an
insolvent firm debtor (Art.1743)
 Obligations of the partners to
their partners
Art. 1796. The partnership shall be responsible to every partner for
the amounts he may have disbursed 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 consequence of its management. (1688a)
 Obligations of the partners to
1. To their partners
refund the amounts a partner may have disbursed on behalf of the
partnership plus the interest from the time the expenses were made.
2. To answer to each partner for obligations, he may have contracted into in
good faith in the interest of the partnership, and for the risks in consequence
of its management.

Art. 1797. The losses and profits shall be distributed in conformity with the
agreement. If only the share of each partner in the profits has been agreed
upon, the share of each in the losses shall be in the same proportion.
 Obligations of the partners to
01
third
which may or may not include thepersons
FIRM NAME: Every partnership shall operate under a firm name,
name of one or more of the partners.

Strangers who include their name in the firm are liable as partners because of
estoppel but do not have the rights of partners. – this is to protect customers from
being misled.

Under Art. 1846, if a limited partner included his name in the firm name, he shall
be liable as a general partner
 Obligations of the partners to
third ones,persons
LIABILITY AFTER EXHAUSTION OF PARTNERSHIP ASSETS:All

02 property and after all the partnership assets have been exhausted, for the
partners, including industrial shall be liable pro rata with all their

contracts which may be entered into in the name and for the account of the
partnership, under its signature and by a person authorized to act for the
partnership. However, any partner may enter into a separate obligation to
perform a partnership contract.

Any stipulation to the contrary shall be void, except as to the partners.

 Obligations of the partners to
03 Every partner is an
third
agent of the
persons
AUTHORITY TO ACT FOR AND IN BEHALF OF THE PARTNERSHIP:
partnership for the purpose of its business.

The authority of the partner to act in behalf of the partnership may be (a) express;
or (b) implied when he apparently carries on the usual business of the partnership.
In the latter, the act of the partner would bind the partnership, unless (i) he has in
fact no authority to act in behalf of the partnership; and (ii) the person to whom he
is dealing has knowledge of the fact that he has no such authority.
 Obligations of the partners to
04 CONVEYANCE
third
OF REAL
persons
PROPERTY

05 SOLIDARY LIABILITY OF THE

PARTNERSHIP WITH THE
PARTNER:
a. Where, by any wrongful act or omission of any
partner acting in the ordinary course of the
business of the partnership or with the authority
of co-partners,
 Obligations of the partners to
05 third
or any penalty is incurred, persons
loss or injury is caused to any person, not being a partner in the partnership,
the partnership is liable therefor to the same extent
as the partner so acting or omitting to act.

b. Where one partner acting within the scope of his apparent authority receives
money or property of a third person and misapplies it.
c. Where the partnership in the course of its business
receives money or property of a third person and the
money or property so received is misapplied by any
partner while it is in the custody of the partnership
 Obligations of the partners to
PARTNER BY ESTOPPEL:
third
a. One who represents himself as persons
a partner of an existing partnership with
06 or without consent of the partnership:
i. When the partnership consented – a partnership by estoppel is created between
the original members and the deceiver. A partnership liability results.
ii. When the partnership did NOT consent – deceiver becomes a partner by estoppel
where he is liable as a partner but does not acquire the rights thereof. No
partnership liability exists.
b. One who represents himself as a partner of a NONexistent partnership. Liability of
parties is pro rata, since
there is no partnership liability.
 Obligations of the partners to
07 third persons
LIABILITY OF NEW PARTNER AS TO PREVIOUS
OBLIGATIONS:

a. He is liable for the obligations already contracted before

his admission but only to the extent of his contribution.
b. He is liable to the extent of his personal property for
subsequent obligations like an original partner.
 REFE
RENC
file:///C:/Users/BIR/Downloads/PRTC-Partnership.pdf

https://drive.google.com/file/d/1uQC9iJC4uEP99B-RFtth9J_ZK-TrCwa8/view?
fbclid=IwAR0vqOLD8phu2eLi48WjpUprabJwCSy8Icn57_-1jsXJCsVsUVAxLcVa9Ck

ES
https://accountlearning.com/11-important-duties-of-a-partner-in-a-partnership/
Thank You For
Listening!