A.
Differences of Partnership and Corporation:
Partnership (Civil Code)
Creation Created by agreement of
the parties (Art. 1784)
Number of It may be organized by
partners/incorporators only 2 persons.
Juridical personality Acquire juridical
personality from the
moment of the agreement
of partnership
Powers May exercise any power
authorized by the partners
unless not contrary to law,
morals, good customs,
public order, or public
policy. (Art. 1306)
Management If the management is not
agreed upon, partners are
all agents. (Art. 1818)
Mismanagement A partner can sue a co-
partner who mismanages.
Right of succession Has no right of succession.
Corporation (Revised Corporation
Code)
Created by law or by operation of law
(Sec. 2)
Any person, partnership association or
corporation, singly or jointly with
others but not more than 15 in
number. (Sec. 10)
Acquire juridical personality from the
date of issuance of incorporation from
SEC under its official seal. (Sec. 18)
Can exercise only if granted by law or
implied from those granted or
incidental to its existence (Sec. 2)
Has a power to do business and
manage its affairs is vested in the
board of directors and trustees. (Sec.
22)
Can file a suit against the member of
the board of director or trustees who
mismanages must be in the name of
the corporation. (Unsure if Sec. 23 or
24)
Has a right of succession. (Sec. 2)