LAW

1767

By the contract of partnership two or more persons bind themselves to contribute money, property, or industry to a common fund, with the intention of dividing the profits among themselves. Two or more persons may also form a partnership for the exercise of a profession

1768

The partnership has a juridical personality separate and distinct from that of each of the partners, even in case of failure to comply with the requirements of article 1772

1770

A partnership must have a lawful object or purpose, and must be established for the common benefit or interest of the partners

1771

A partnership may be constituted in any form, except where immovable property or real rights are contributed thereto, in which case a public instrument shall be necessary

1772

Every contract of partnership having a capital of three thousand pesos 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

1773

A contract of partnership is void, whenever immovable property is contributed thereto, if an inventory of said property is not made, signed by the parties, and attached to the public instrument

1774

Any immovable property or an interest therein may be acquired in the partnership name. Title so acquired can be conveyed only in the partnership name

1777

A universal partnership may refer to all the present property or to all the profits.

1780

A universal partnership of profits comprises all that the partners may acquire by their industry or work during the existence of the partnership.

1782

Persons who are prohibited from giving each other any donation or advantage cannot enter into universal partnership

1784

A partnership begins from the moment of the execution of the contract, unless it is otherwise stipulated.

1789

An industrial partner cannot engage in business for himself, unless the partnership expressly permits him to do so;

1808

The capitalist partners cannot engage for their own account in any operation which is of the kind of business in which the partnership is engaged, unless there is a stipulation to the contrary. -Any capitalist partner violating this prohibition shall bring to the common funds any profits accruing to him from his transactions, and shall personally bear all the losses.

1809

Any partner shall have the right to a formal account as to partnership affairs

1824

All partners are liable solidarily with the partnership for everything chargeable to the partnership under articles 1822 and 1823.

1827

The creditors of the partnership shall be preferred to those of each partner as regards the partnership property. Without prejudice to this right, the private creditors of each partner may ask the attachment and public sale of the share of the latter in the partnership assets.

1828

The dissolution of a partnership is the change in the relation of the partners caused by any partner ceasing to be associated in the carrying on as distinguished from the winding up of the business. (n)

1829

On dissolution the partnership is not terminated, but continues until the winding up of partnership affairs is completed.

1843

A limited partnership is one formed by two or more persons under the provisions of the following article, having as members one or more general partners and one or more limited partners. The limited partners as such shall not be bound by the obligations of the partnership

1845

The contributions of a limited partner may be cash or property, but not services

1848

A limited partner shall not become liable as a general partner unless, in addition to the exercise of his rights and powers as a limited partner, he takes part in the control of the business.

1860\.

The retirement, death, insolvency, insanity or civil interdiction of a general partner dissolves the partnership, unless the business is continued by the remaining general partners: