School of Management

College of Business, Management and Accountancy

Take Home Quiz No. 1 in BUSLAW2
Law on Business Organizations

GENERAL DIRECTIONS AND REMINDERS:

This is a take home quiz to be checked on Apr. 06, 2024. This will form part of your quizzes (20
%) and I will also conduct voluntary recitations (30%) on this quiz. The questions will be discussed
in class thus, keen attention is required. To redeem yourself from your Prelim grades, aim to get
at least 90% on the quizzes and recitations for Midterm.

All answers must be written on a yellow paper. Staple answer sheets for Quiz 1 and 2

TEST I: FILL IN THE BLANKS Supply the missing words/sentences in the table below. (10
pts.)

General Partnership Limited Partnership

May be created in any form

Creation 1
(oral/written)
Effect of
Registration does not affect validity of
registration with 2
the partnership
SEC

Composition All partners are general partners 3

What may be 4. General Partner -

Money, property or industry
contributed 5. Limited Partner -

General partners are liable up to their

Liability separate property upon exhaustion of 6
partnership properties

Absent stipulation, all partners are

Management 7
managing partners

May or may not include the names of

Firm Name 8
the partner
Effect of Death,
Insolvency,
Will result in dissolution of the 9. Effect if General partner -
retirement and
partnership 10. Effect if Limited partner -
insanity of a
partner

TEST II: MULTIPLE CHOICE Read each questions carefully. Write the only the letter of the
correct answer on your answer sheets (10 pts)

1. BSD Limited is a limited partnership formed by partners Dazai, Chuya and Ranpo (limited
partner). The following must be contained in their contract of partnership, except:
a. Makati as the principal place of their business
b. The number of years for which the partnership is to exist
c. The nature and value of skills to be contributed by Ranpo
d. All of the above are required to be in their contract
2. Nanami is a limited partner in JJK Limited. Which of the following is not a right available
to him
a. Hold partnership property as a security for amount owed by the partnership to him

Take Home Quiz No. 1 in BUSLAW2 (Atty. Jheny Mae Amakin)

2nd Semester. AY 2023 - 2024 Page 1
 b. Inspect and copy the partnership books at any reasonable time
c. The right to file a petition for dissolution before the court
d. The right to demand true and full information of all things affecting the partnership
3. A substituted limited partner
a. Is allowed to interfere in the management of the business
b. Is only limited to sharing in the profits of the partnership
c. Requires the consent of all the partners
d. Cannot ask for the return of his predecessor’s contribution
4. Saiki, Kokomi (both limited partners) and Shun (general partner) formed SK Limited.
Which of the following shall result to the cancellation of their certificate of limited
partnership?
a. Insanity of Saiki
b. Death of Kokomi
c. Death of Shun
d. None of the above
5. When can a limited partner demand the return of his contribution, as a matter of right?
a. Upon the dissolution of the partnership
b. Upon the arrival of the date specified in the articles of incorporation
c. After the expiration of 3 months’ notice in writing to all the other partners
d. Under all of the above circumstances
6. Katsura (limited partner), Gin and Takasugi (general partners) formed Joui Ltd. Which of
the following statements is true?
a. Katsura’s death will dissolve the partnership
b. Gin’s death will dissolve the partnership
c. Takasugi upon Gin’s insolvency may continue the business despite opposition from
Katsura
d. None of the above
7. Noya was admitted as a substituted limited partner in HQ Ltd. Which of the following
statements is true?
a. The certificate of partnership has to be amended in writing
b. The substitution requires the approval of the SEC
c. Noya has no right to inspect the partnership books
d. The certificate must be signed and sworn by all the general partners
8. On January 18, 2024, Tanjiro, a limited partner, received the return of his contribution in
DS Company amounting to P30,000. On February 14, 2024, Inosuke, a third person, is
demanding the payment of the P50,000 he lent to DS Company last January 16, 2024.
Which of the following statements is true?
a. Tanjiro can no longer be held liable for the amount owed to Inosuke
b. Tanjiro shall pay P30,000 to Inosuke and the balance to be divided among the general
partners
c. If the partnership assets are sufficient to pay Inosuke, Tanjiro is no longer liable
d. Tanjiro is only liable for up to P25,000 or half of the liability
9. Upon dissolution of a limited partnership, which of the following shall be paid first?
a. Share in the profit of Damian, a limited partner
b. Return of the contribution of Becky, a limited partner
c. Liability to Anya, a limited partner
d. Liability to Loid, a creditor of the company
10. The following warrants the amendment of the certificate of limited partnership, except
a. A new general partner is admitted
b. A limited partner’s contribution is increased
c. All partners agreed to return the contribution of a limited partner earlier
d. A new branch of the Company was launched.

Take Home Quiz No. 1 in BUSLAW2 (Atty. Jheny Mae Amakin)

2nd Semester. AY 2023 - 2024 Page 2
TEST II: ESSAY Answer the questions briefly. State the legal basis supporting your answers.
(10 pts.)

1. What are the rights and liabilities of a general-limited partner? (5pts)

2. Conan Ltd. is a limited partnership operating since 2015. Kaito and Hattori are the general
partners contributing P50,000 each while Kudo and Akai are the limited partners,
contributing P30,000 and P20,000, respectively. On December 2023, the following are the
financials of the company:

Total assets: P 350,000

Liability to third persons: P200,000
Liability to Hattori: P50,000
Liability to Kaito: P100,000
Liability to Kudo: P20,000

Can Akai legally demand the return of his contribution, assuming all other partners are
willing to consent? Explain well. (5pts.)

BONUS: Your handwritten notes for Midterm shall merit an additional 2 bonus points (2pts)

Take Home Quiz No. 1 in BUSLAW2 (Atty. Jheny Mae Amakin)

2nd Semester. AY 2023 - 2024 Page 3