CHAPTER 2
Commencement of a Partnership (Article 1784)
A. General Rule
- Being a consensual contract, from the time that the parties give their consent even if
the details are not specified. Except sa Limited Partnership that requires registration
with SEC. Magsisimula pa lang partnership if there is a public instrument executed
by the partners.
B. Exception
- Contrary stipulation meaning, the partnership will start after a spcified period. Kapag
dumating ung uture time, we are talking about the period where the aprtnerhisp will
begin. Kapag angyari na yung condition, future and uncertain? Event, that is the only
time that the partnership will begin.
Commencement of a Partnership (Article 1785) no time limit is fixed by law
-
Depends on what kind of partnership
PARTNERSHIP AT WILL – depending upon the agreement of the parties. Kung ayaaw
na nila, maddidissolve. Walang time limit.
FOR A FIXED TERM – duration is hanggdang sa fixed term.
FOR A SPECIFIC UNDERTAKING – duration is hanggang sa accomplishment ng specific
undertaking. As soon na naaccomplish ito, partnerhsip willl end.
Obligations of the Partners Among Themselves and to the Partnership (Article 1786)
A. Duty to Contribute
- Dapat may contribution. Failure to contribute, the partner will be automatically
liable as a debtor, hindi na kailngan magdemand ng partneship na magbigay siya ng
contribution. Automatic na debtor na siya; default na siya. (General rule: Debtor will
be default when there is already a demand). Art. 1786, hindi umaayon sa General
Rule. Kahit walang demand dito, as long as the time has come into contribution, the
partner will be in default. Exception: when the law provides without need of any
demand.
B. Due to warrant against eviction
- Kpaag nagdoante ng specifi object, the partner also has the obligation na imaintain
sa possession and ownership ng object. Kapag naalis sa posession contributed ng
partner, it is as if the partner did not contribute anything.
C. Duty to deliver fruits
- There is no need a demand ; to deliver the fruits.
D. Duty to preserve property
-
The partner must exercise due diligence in rpeserving the property to be
contributed, before he actually contributed the same; otherwise, he can be held
liable for losses and detorioration. (in relation to Article 1163).
E. Duty to Indemnify for Damages