Partnership: Formation

According to new Civil Code, Article 1767, partnership is an organization where two or more
persons bond themselves to contribute money, property or industry into a common fund with the
intention of dividing the profit.

Features of Partnership:

1. Voluntary association
2. Legal Entity
3. Co-ownership of Property
4. Taxable Entity
5. Mutual Agency
6. Limited Life
7. Unlimited Liability

Elements of Partnership

1. There must be a valid contract, whether oral or written.

2. A partnership must be put up by persons having legal capacity to contract.
3. Their contributions must be in the form of money, property or service.
4. The purpose of the business is to divide the profit among themselves.

Kinds of Partnership

1. As to liability
 General Partnership
 Limited Partnership
2. As to property
 Universal Partnership of Property
 Universal Partnership of Profits

Kinds of Partners

1. General Partner and Limited Partner

2. Capitalist Partner and Industrial Partner
3. Real Partner and Nominal Partner
4. Ostensible Partner and Secret Partner
5. Universal Partner and Particular Partner

Accounting for Partnership

Assets = Liabilities + Partners’ Equity

Partners’ Equity – Right of the partners over the net assets.