QUIZ:

Essay: Read each question carefully. Answer each numbered

question and always support your answers with the pertinent
laws, rules, and/or jurisprudence. A mere "YES" OR "NO"
answer WITHOUT ANY CORRESPONDING EXPLANATION
OR DISCUSSION may not be given full credit.

BUS LAW 361

WALAC, JUNGIE
BSAC-3
1. X and Y are close friends, X is engaged in a panciteria business,
Y gave him in the amount of P10,000.00 with the understanding
that Y would be entitled to 22% of his annual profit? Is there a
partnership between the X and Y? Explain.
 Yes because there is an agreement to contribute to a
common fund and an intent to divide profits. It is
founded upon an express trust. It is imprescriptible
unless repudiated.

2. X and Y are classmates. X is engaged in business. Y gave him

the amount of P500,000.00 to help him finance the expansion of
his business with an agreement the Y would be entitled to at
least 30% of his profits as payment of the amount given. Is there
a partnership between X and Y? Explain.

 No because the amount is extended in the form of

financial assistance arid therefore it is a loan, and the
mere sharing of profits does not establish partnership.
The right is founded upon a contract of loan whereby
the borrower is bound to pay principal and interest like
all ordinary obligations.

3. X, Y and Z entered into a contract of partnership obligating

themselves to put P500,000.00 each into the common fund, If Z
paid to the common fund only P300,000.00. If he does not pay
the P200,000.00, can X and Y rescind the contract of
partnership? Explain.
  No, for Z already becomes a debtor but still a part of
the partnership.

4. X, Y and Z are partners. There is a stipulation in the contract

that Z shall not share in the profits and losses. Is the stipulation
valid? Explain.

 Same partnership. The

partners stipulate
 that Z shall not be liable for
losses. Is the
 stipulation valid?
 No because Article 1799
states:
 A stipulation which
excludes one or more
 partners from any share in the
profits or losses
 is void.
 The partnership must exist
for the common
 benefit and interest of the
partners but the
 partnership is still valid.
 Section 2
 I. Definitio
 Same partnership. The
partners stipulate
 that Z shall not be liable for
losses. Is the
 stipulation valid?
 No because Article 1799
states:
 A stipulation which
excludes one or more
 partners from any share in the
profits or losses
 is void.
 The partnership must exist
for the common
 benefit and interest of the
partners but the
  partnership is still valid.
 Section 2
 I. Definitio
 No because Article 1799 states: A stipulation which
excludes one or more partners from any share in
the profits or losses is void. The partnership must
exist for the common benefit and interest of
the partners but the partnership is still valid.

5. May the partners be liable for the obligation of the partnership?

Explain.

 Yes because partners are personally liable for the

business obligations of the partnership. This means
that if the partnership can’t afford to pay creditors or
the business fails, the partners are individually
responsible to pay for the debts and creditors can go
after personal assets such as bank accounts, cars, and
even homes. Partners have unlimited liability for the
debts of the partnership in a general partnership. They
are jointly and severally liable for those debts, to
creditors of the partnership and to each other. Each
partner has the right to an interest in the partnership.

6. Under Art. 1772, “every contract of partnership having a capital

of P3,000 or more, in money or property, shall appear in a public
instrument, which must be recorded in the office of the
Securities and Exchange Commission.” Now then, suppose this
requirement has not been complied with, is the partnership still
a juridical person, assuming that all other requisites are
present? Explain.

 Yes because even if not registered, the partnership

having a capital of P3,000 or more is still a valid one,
and therefore has legal personality. Furthermore, even
if it is not compiled with, the partnership is still valid
and possesses a district personality. (Arts. 1772, 1768,
 Civil Code). Evidently, the requirement is merely for
administrative and licensing purposes.

7. Fortisa was a bookkeeper in a partnership named “Gutz”, with a

yearly salary amounting to 5% of the net profits for each year.
Fortisa, however, had no vote at all in the management of the
business. Was Fortisa a partner? Explain.

 No because Fortisa was a mere employee as their

contract is a contract of employment.

8. What are the rights of the partnership?

 A partner has certain rights in the partnership. Thus,

he has a share in the profits of the partnership and has
the right to a specific partnership property. As a
partner, he has a right to participate in the
management, inspect partnership books and can in
fact, demand for a formal accounting. However, rights
have corresponding obligations. Hence, a partner is
obligated to give his contribution and share in the
losses.