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Module 1 Student Version Partnership Formation Revised 2
Module 1 Student Version Partnership Formation Revised 2
CORPORATION
MODULE NO. 1
MODULE TITLE: PARTNERSHIP FORMATION
FACULTY: MINERVA O. CRUZ
A Formation
B Operations
C Changes in Partnership Ownership
1. Admission of New Partner
a. By purchase of interest
b. By investment of cash or non-cash assets
into the partnership
2. Retirement or Withdrawal of a partner
3. Death of a partner
D Partnership Liquidation in Total
A Formation
1. Definition/Nature of Partnership:
4. Kinds of Partners:
A As to nature:
1. capitalist partner-one who contributes money or
property into the partnership.
2. industrial partner-one who contributes only his
industry or service into the partnership.
3. capitalist-industrial partner-one who contributes
money or property as well as his service into the
partnership.
B As to liability:
1. general partner-one whose liability to partnership
creditors extends to his personal separate property.
2. limited partner-one whose liability is limited to his
capital contributions.
C As to their interest in or obligations to the business
1. managing partner-one who manages the affairs of the
business
2. secret partner-one who is not known by 3’rd parties to
be a partner in the business but takes active part in the
business
3. silent partner-one who does not take active part in the
business but is known by 3’rd parties to be a partner in
the business.
4. dormant partner-one who does not take active part in
the business and is not known by 3’rd parties to be a
partner.
5. ostensible partner-one who takes active part and
known to the public as a partner in the business
whether or not he has an actual interest in the firm.
5. Classification of Partnership:
As to Liability:
1. General Partnership-is one in which all partners are
general partners and as such the liability of the
partners to the partnership extend to their personal
separate property.
As to Object:
1. A universal partnership of all present property is that
in which the partners contribute all the property which
actually belongs to them to a common fund, with the
intention of dividing the same among themselves, as
well as all the profits which they may acquire
therewith.
2. A universal partnership of profits comprises all that the
partners may acquire by their industry or work during
the existence of the partnership.
3. A particular partnership has for its object determinate
things, their use or fruits, or a specific undertaking or
the exercise of a profession or vocation.
As to duration:
1. A partnership at will is one in which no time or period
is specified for its existence an is not formed for a
particular undertaking or venture.
2. A partnership with a fixed term is one in which the
term for which the partnership will exist is fixed or
agreed upon.
As to purpose:
1. A commercial or trading partnership is organized to
undertake business transactions such as
merchandising or manufacturing transactions.
2. A professional partnership is formed for the practice on
a profession such as auditing firm, law firm, medical
clinic and similar professions.
6. Accounting Proper for Partnership:
Most of the day to day accounting or the accounting
procedures for partnership is similar or the same with that
of a sole proprietorship even the chart of account engaged in the
same line of business can be adopted en toto without alteration
except the capital and the drawing account. Because in a
partnership there is plurality of capital and drawing accounts.
There are as many capital and drawing accounts as there are
partners. It is only in the area of formation that transactions
peculiar to a partnership will arise. Hence our discussion for
today and in the succeeding meetings would be confined to
partnership formation.
D
Cash of P4,000,000
Equipment costing P800,000 but with accumulated
depreciation of P300,000 and a fair value of P450,000.
E
Land and building with appraised value of P5,000,000
and P3,000,000, respectively but with an existing
mortgage on the land and building amounting to
P2,000,000 which is to be assumed by the partnership.
F
is admitted as an industrial partner with a 20% share
in profits and the remaining 80% will be divided
equally between D and E.
Required:
1. Who are the capitalist partners and the industrial partner,
respectively?
2. For how much will the capital of D, E and F be credited at the time
of formation?
3. What entry is made to take up the investments of D, E and F ?
4. How much is the total assets of the partnership right after
formation?
5. How much is the net assets of the partnership at the time of
formation if the mortgage payable is assumed by the
partnership?
6. What if in the above, the mortgage payable existing on the land
and building is not to be assumed by the partnership, for how
much will the capital of E be credited?
7. How much is the total assets of the partnership right after
formation if the mortgage payable is not assumed by the
partnership?
8. How much is the net assets of the partnership at the time of
formation if the mortgage payable is not assumed by the
partnership?
9. What entry is made to take up the investment of D, E assuming
the mortgage payable is not assumed by the partnership?
Suggested answers:
1. Capitalist partners-D and E; F is an industrial partner.
2. Capital credit of D, E and F, respectively:
D E F
Cash 4,000,000
Equipment at fair value 450,000
Land at appraised value 5,000,000
Building at appraised 3,000,000
value
Mortgage payable
assumed (2,000,000)
by the partnership
Since F is an industrial partner none
Capital credit 4,450,000 6,000,000 none
3. Entry to take up the investments of D, E and F:
Cash 4,000,000
Equipment 450,000
*
Land 5,000,000*
Building 3,000,000*
Mortgage payable 2,000,000
D, Capital 4,450,000
E, Capital 6,000,000
Cash 4,000,000
Equipment 450,000
Land 5,000,000
Building 3,000,000
Total assets of the partnership 12,450,000
JC
Assets:
Cash 652,500
Accounts Receivable 1,050,000
Less: Allowance for uncollectible accounts105,000 945,000
Merchandise Inventory 750,000
Equipment 1,575,000
Less Accumulated Depreciation 472,500 1,102,500
Total Assets 3,450,000
Less Liabilities:
Accounts Payable 315,000
Notes Payable 700,000 1,015,000
JC, Capital 2,435,000
Required:
1. Net adjustment to the capital of KC. Indicate whether debit or
credit.
2. Adjusted capital of KC.
3. Net adjustment to the capital of JC. Indicate whether debit or
credit.
4. Adjusted capital of JC.
5. Total partnership capital immediately after formation but before
the cash investment or withdrawal to bring the adjusted capital
of the partners proportionate to the profit and loss ratio of 40%
to KC and 60% to JC.
6. Total partnership capital immediately after formation and after
the cash investment or withdrawal of the partners to bring their
respective capital balances proportionate to the profit and loss
ratio of 40% to KC and 60% to JC.
7. What is the desired capital balance of KC to bring his adjusted
capital but before cash investment/withdrawal proportionate to
the profit and loss ratio
8. Cash contribution or withdrawal on the part of KC to bring his
adjusted capital proportionate to the profit and loss ratio.
9. Total partnership liabilities immediately after formation
10.Total partnership assets immediately after formation and after
the cash investment or withdrawal on the part of KC.
11.Journal entries to adjust and close the respective books of
accounts of the partners assuming a new set of books is used.
12.Journal entries to record the investments of the partners (to
record the opening entries or to open the accounts of the new
concern) in the new set of books of accounts.
13.Prepare a consolidated statement of financial position as of
September 30, 2023 immediately after formation or after giving
effect to the above adjustments.
Should the partnership decide to retain the old set of books of KC, the old
set of books of JC will be adjusted to conform with the fair value amounts
or values agreed upon, whichever value is clearly determinable, and
closed afterwards and the net assets as adjusted is transferred to the old
set of books of KC.
On the other hand, KC’s books will be adjusted to conform with the fair
value amounts or values agreed upon, whichever value is clearly
determinable but there is no need to close the old set of books of account
of KC since they will be retained in use.
Should the partnership decide to retain the old set of books of JC, the old
set of books of KC will be adjusted to conform with the fair value amounts
or values agreed upon, whichever value is clearly determinable, and
closed afterwards and the net assets as adjusted is transferred to the old
set of books of JC.
On the other hand, JC’s books will be adjusted to conform with the fair
value amounts or values agreed upon, whichever value is clearly
determinable but there is no need to close the old set of books of account
of JC since they will be retained in use.
Should the partnership decide to use a new set of books of accounts, the old
set of books of KC and JC will be adjusted and closed and the net assets as
adjusted transferred or set up in the new set of books of account. All
accounts will be transferred with the exception of the accumulated
depreciation account because the property, plant and equipment will be
carried over in the new set of books of accounts at carrying amount,
because this will now serve as the new cost basis or to have a fresh start.
Suggested answers:
1. Net adjustment to the capital of KC. Indicate whether debit or
credit=net debit of 65,000
Adjustments on the books of KC:
Agreed Book valuation Adjustment
valuation/Fair
value
Accounts receivable 2,240,000 2,100,000 140,000 increase
Merchandise inventory 500,000 600,000 (100,000) decrease
Equipment 700,000 787,500 (87,500) decrease
Prepaid expenses 25,000 none 25,000 increase
Accrued expenses 42,500 none 42,500 increase
Supporting computations:
1. Agreed valuation for AR of KC is( 80% realizable=2,800,000
gross amountx80%)2,240,000
2. Book valuation =2,800,000 gross minus allowance for doubtful
accounts of,700,000=2,100,000
3. Agreed valuation of equipment=80%(100%-20%depreciated) of
gross amount of 875,000=700,000
4. Book valuation of equipment=875,000-87,500=787,500
Net adjustment to the capital of KC
1. Increase of 140,000 in the AR account (A) is debited hence capital is
credited
2. Decrease of 100,000 in the inventory account (A) is credited hence
capital is debited.
3. Decrease of 87,500 in the equipment account (A) is credited hence
capital is debited.
4. Increase of 25,000 in the prepaid expenses account (A) is debited
hence capital is credited.
5. Increase of 42,500 in the accrued expenses (L) is credited hence
capital is debited
The above adjustments is summarized as follows:
KC, Capital
1) 140,000
2)
100,000
3) 87,500
4) 25,000
5) 42,500
Net adj-debit
65,000
Adjusted capital
2,635,000
Closing Entries
Allowance for DA(700,000-140,000) 560,000
Accumulated depreciation(87,500+87,500) 175,000
Accounts payable 1,400,000
Accrued expenses payable 42,500
KC, Capital (balancing figure) 2,635,000
Cash 612,500
Accounts receivable 2,800,000
Merchandise inventory(600,000- 500,000
100,000)
Prepaid expenses (0+25,000) 25,000
Equipment 875,000
Closing Entries
Allowance for DA(105,000+105,000) 210,000
Accumulated depreciation472,500-157,500) 315,000
Accounts payable 315,000
Notes payable 700,000
Interest payable 17,500
KC, Capital (balancing figure) 2,520.000
Cash 652,500
Accounts receivable 1,050,000
Merchandise inventory(750,000+50,000) 800,000
Equipment 1,575,000
Cash 652,500
Accounts receivable 1,050,000
Merchandise inventory(750,000+50,000) 800,000
Equipment, net 1,260,000
Allowance for DA 210,000
Accounts payable 315,000
Notes payable 700,000
Interest payable 17,500
JC, Capital 2,520,000
To open the accounts of JC
.
13.Prepare a consolidated statement of financial position as of
September 30, 2023 immediately after formation or after giving
effect to the above adjustments.
Assets
Current Assets:
Cash P310,000
Accounts Receivable 3,850,000
Less: Allowance for uncollectible accounts 770,000 3,080,000
Merchandise Inventory 1,300,000
Prepaid Expenses 25,000
Total Current Assets 4,715,000
Non-Current Assets:
Equipment, net 1,960,000
Total Assets 6,675,000
Liabilities and Partners’ Equity
Current Liabilities:
Accounts Payable P1,715,000
Notes Payable 700,000
Accrued Expenses Payable 60,000
Total Liabilities 2,475,000
Partners’ Equity
KC, Capital 1,680,000
JC, Capital 2,520,000
Total Partners’ Equity 4,200,000
Total Liabilities and Partners’ Equity 6,675,000
Supporting computations:
Cash=612,500+652,500-955,000=310,000
AR=2,800,000+1,050,000=3,850,000
Allow for UA=560,000+210,000=770,000
MI=500,000+800,000=1,300,000
Equipment=700,000+1,260,000=1,960,000
AP=1,400,000+315,000=1,715,000
NP=700,000
AEP=42,500+17,500=60,000
Book valuation:
Accounts receivable=gross amount-allowance=2,800,000-700,000=2,100,000
Merchandise inventory,600,000
Equipment=cost minus accumulated depreciation=875,000-87,500=787,500
Prepaid expenses=0
Accrued expenses=0
In addition to the above opening entries, the following entry is made to take up the
withdrawal or contribution of cash by KC to bring his adjusted capital proportionate to
the profit and loss ratio of 40% to KC and 60% to JC using the adjusted capital of
JC as the base. Since it is KC who is supposed to withdraw or contribute cash, JC’s
capital represents already 60% of total partnership capital hence total partnership
capital is 4,200,000 (2,520,000/60%). To get the desired capital of KC get 40% of total
partnership capital of 4,200,000 and this will amount to 1,680,000 . To get the cash
withdrawal or cash contribution, 2,635,000 adjusted capital before cash
withdrawal or cash contribution minus 1,680,000 which is 40% of total
partnership capital =955,000 cash withdrawal since the desired capital is smaller.
Book valuation:
Accounts receivable=gross amount-allowance=1,050,000-105,000=945,000
Merchandise inventory,750,000
Equipment=cost minus accumulated depreciation=1,575,000-472,500=1,102,500
Accrued expenses=0
#
The credit to allowance for uncollectible accounts is already explained in the
above proposed adjustment, but why is capital debited because accounts
receivable is overstated in the past it means that previous bad debts expense is
understated. Understating bad debts expense will cause the net income to be
overstated so it follows that capital is likewise overstated hence capital is debited
or the ff. justification. Is given for the above adjustment.
The increase in the equipment account is recorded as a debit since the equipment
is an asset account however the debit is not made directly to the equipment
account but to the valuation account entitled accumulated depreciation and the
corresponding credit is made to JC, Capital as shown above. But why is the capital
credited because in the past the equipment’s depreciation is overstated hence net
income is understated so it follows the capital is also understated.
So the net adjustment to the capital account of JC is a credit of 85,000. After the
adjustment to capital is posted to JC, Capital, JC’s adjusted capital will now amount
to P2,520,000 (2,435,000 credit balance before adjustment +85,000 net credit
adjustment to capital =2,520,000)
C decided to pay off his notes payable with his personal assets. It was also agreed
that B’s inventories were overstated by P24,000 and C’s machinery was over-
depreciated by P20,000. B is to invest/withdraw cash in order to receive a capital
credit that is 20% more than C’s total net investment in the partnership.
Activity 3 On December 1, 2023, Mega and Sha are combining their separate
businesses to form a partnership. Cash and non-cash assets are to be contributed.
The non-cash assets to be contributed and the liabilities to be assumed are as
follows:
Mega Sha
Carrying Carrying
amount Fair Value amount Fair Value
Accounts receivable 250,000 262,500 200,000 195,000
Inventory 400,000 450,000 200,000 207,500
Property & equipment 1,000,000 912,500 862,500 822,500
Accounts payable 150,000 150,000 112,500 112,500
Mega and Sha are to invest equal amounts of cash such that the contributions of
Mega would be 10% more than the investment of Sha.
The partners agreed that the property, plant and equipment of H and J were
overvalued by P35,000 and P60,000, respectively. An allowance for uncollectible
accounts of 150,000 and 80,000 shall be recognized in the books of H and J,
respectively.
The capital contribution of each partner is the net amount of the assets
contributed to and liabilities taken over by the partnership.
Required:
1. Adjusted capital of H.
2. Adjusted capital of J.
3. What would be the total partners’ equity immediately after the formation of the
partnership?
4. How much cash should H invest if the partnership agreement provides for capital
balances to be proportionate to profit and loss sharing ratio of 3:2 to H and J,
respectively using the adjusted capital of J as the base.
5. How much should J invest/withdraw to bring the capital balances proportionate
to the profit and loss ratio of 3:2 using H capital as the base.
Activity 5 On August 1, 2023, Rey admits Laura for an interest in his business. On this
date, Rey’s capital account shows a balance of P245,000. The terms and agreement
of the partners before formation follow:
Rey’s outstanding accounts receivable were P100,000 with related allowance for
uncollectible accounts of P5,000. An assessment of collectability of the receivables
indicates that 80% of the balance is collectible.
The credit balance of P6,000 in the unearned interest account in the books of Rey
represents interest collected in advance for six months starting on June 1, 2021. Of
this amount, P2,000 has already been earned as of August 1, 2021.
A count of supplies revealed unused supplies approximating P8,000 which were
not recognized in the books of Rey since the entire amount of supplies purchased
during the year were charged to supplies expense.
Inventory valuation of Rey should be increased by P25,000.
Equipment account of Rey should be depreciated by an additional P15,000.
Laura is to invest cash equal to one third of the total partnership capital. The new
capital is based on the adjusted capital of Rey, which means that Rey’s adjusted
capital represents two thirds of the total partnership capital.
Required:
1. What is the adjusted balance of the unearned interest account in the books of Rey
after giving effect to the above information?
2. What is the amortized cost of accounts receivable invested by Rey?
3. What is Rey’s adjusted capital after giving effect to the above information?
4. What is the total partners’ equity immediately after the formation of the
partnership?
5. How much did Laura invest in the partnership?
Activity 6 On April 1, 2023, A and B agreed to invest equal amounts and share
profits and losses equally in a partnership. A invested cash of P200,000 and
equipment worth P600,000. B will also invest a total of P800,000 including
cash and the agreed values as shown below:
Investment of B
Carrying
amount Fair Value
Accounts receivable 300,000 300,000
Allowance for uncollectible accounts (30,000) (40,000)
Inventory 80,000 100,000
Equipmment 180,000 300,000
Accumulated depreciation (60,000) -
Accounts payable 180,000 180,000
Required:
1. How much cash should B invest to bring his capital to the desired amount of
P800,000?
2. Assuming that the partnership would not assume the accounts payable of B, how
much cash should B invest to bring his capital to the desired amount of P800,000?
What if ?
3. If B would invest cash of P420,000 in addition to the foregoing non-cash assets and
that the partnership would assume the accounts payable of B, how much cash
should A invest in addition to the above equipment, if he would receive a 55%
equity in the partnership?
4. If A would invest cash of P200,000 and equipment worth P600,000 as stated
above, how much cash should B invest in addition to the foregoing non-cash assets
but assume further that his accounts payable would no longer be assumed by the
partnership if he would receive a capital credit equal to 60% of the total
partnership capital?
J K
Cash 875,000
Land 7,875,000
Equipment 4,375,000
It is agreed that for purposes of establishing B’s interest , the ff. adjustments
should be made:
An allowance for uncollectible accounts of 2% of accounts receivable
should be established.
The merchandise inventory is to be valued at P875,000 and
Prepaid expenses of P43,750 and accrued expenses of P11,550 should be
recognized.
Carrying Carrying
Amount Fair Value Amount Fair Value
Accounts Receivable 100,000 80,000 200,000 100,000
Inventory 400,000 480,000 320,000 300,000
Building & Equipment 800,000 1,400,000 - -
Accounts Payable 560,000 560,000 80,000 80,000
A and B are to contribute cash or withdraw cash to bring their respective capital to
P1,200,000 each.