CORPORATION PARTNERSHIP

a. Have a separate juridical personality.

b. Are artificial persons (no bodily existence, can only act thru agents)
Similarities c. Are composed of a group of persons (except corporation sole and OPC)
d. A partnership (expt general professional partnership) is taxed as a
corporation
a) Manner of Created by the operation of law (Sec. Created by the mere agreement of the
Creation 18) partners (Art. 1767)
May be formed singly (1) or jointly with May be formed by two or more
b) No. of
others, but the numbers should not persons (Art. 1767)
Organizers
exceed 15 (Sec. 10)
c) Right of Has the right of succession (Sec. 2) No right (Art. 1828)
Succession
Can exercise only the powers (Sec. 2): May exercise any power provided it is
 expressly authorized by law; authorized by the partners and not
d) Powers  implied from the existence of contrary to L,M,GC,PO,PP (Art. 1306)
such express powers; &
 incidental to its existence.
Acts through its board of directors Acts through all the general partners
(Sec. 23) each one of whom is considered an
e) Management
agent (manager) of the partnership,
unless otherwise agreed (Art. 1803)
f) Liability of Stockholders or members are not General partners of a partnership are
Members for liable for the obligations of the liable with their separate property for
Debts corporation (Sec. 2) partnership debts (Art. 1816)
Commences to have juridical Commences to have juridical
personality on the date of issuance of personality upon the execution of the
g) Commencement
its certificate of incorporation (Sec. partnership contract unless a
of Existence
18) different date is set by the partners
(Art. 1784)
A stockholder can transfer his shares A partner cannot transfer his interest
to another person without the consent to a third person without the consent
h) Transferability of of the other stockholders (Sec. 62) of the other partners (Art. 1813), by
Interest reason of the element of delectus
personae w/c is inherent in a
partnership contract.
Cannot be dissolved without the May be dissolved by the partners (Art.
i) Dissolution
consent of the State (Sec. 117-122) 1830)

Source: SORIANO 2023 Business Law