Different Essential Elements of Partnership Existence of a Valid Contract- The partners have come to agreement to established a partnership that will be known as the Caffè Avenue Partnership. To participate in the activities described in the following terms and conditions, the partnership has been established. The partnership must have a signed contract that binds all of the partners. Legal Capacity of Parties to Enter into the Contract- A contract of partnership can only be entered into by those who are legally able and competent to engage into contracts. Mutual Contribution to a Common Fund- The partners agreed to contribute based on their cash investments, intellectual property and skills and labor they commit to business operations at the outset of the partnership. Legality of Object- Only activities that are sanctioned by the law can be engaged in by the partners. Any illegal behavior that is carried out by partners is not protected by the law and will not receive legal penalty. Intention to Realize and Divide Profit- This key component states that the agreement to do business must have the goal of sharing profits among all participants. The manner in which earnings and losses will be divided should be clearly outlined in the partnership agreement. Contributions of Partners Each of the Partners has contributed to the capital of the partnership, in cash, land, building, equipment and furniture and fixtures in agreed upon value, as follows: Contribution Ms. Mejia Ms. Bejar 250,000 30,000 Ms. Hermoso 150,000 1,000,000 500,000 8,000 25,000 Cash Land Building Equipment Furniture and Fixtures TOTAL 200,000 300,000 Mr. Antonio 200,000 Ms. Carnate 100,000 480,000 1,675,000 Partnership 300,000 20,000 350,000 20,000 300,000 20,000 950,000 1,000,000 500,000 1,200,000 115,000 620,000 570,000 420,000 3,765,000 The partnership business is funded by five major sources: Partner Investments. Ms. Mejia contributed P480,000, Ms. Hermoso contributed P1,675,000, Ms. Bejar contributed P620,000, Mr. Antonio contributed P570,000, and Ms. Carnate contributed P420,000, which bring a total partnership investment of P3,765,000. Organizational Structure Financial Manager Ms. Jheda Hermoso Marketing Manager Ms. Christine Lou Pearl Bejar Sales Manager Mr. Kenneth Antonio Production Manager Ms. Nice Richelle Karyll Faith Carnate Ms. Melanie Mejia (Caffè Avenue General Manager) Type of Partners, Roles and Responsibilities Each of the Partners has equal rights in the management of the Partnership. The partners will each commit to devoting as much of their time and energy as is required to the business of the partnership in order to ensure that the partnership is successful in achieving its goals. NAME Ms. Melanie Mejia Ms. Jheda Hermoso Ms. Christine Lou Pearl Bejar TYPE OF PARTNERS Capitalist, General, Managing Partner Capitalist, General, Managing Partner Capitalist, General, Managing Partner ROLES Coffee Store General Manager Financial Manager Marketing Manager RESPONSIBILITIES The coffee store manager is responsible for various aspects of the company, including but not limited to managing workers, controlling the budget, implementing marketing initiatives, and many more facets of the business. A company’s ability to receive financial advise and support is significantly impacted by the performance of its financial manager. It conducts research on the topic, among other things like monitoring cash flow. The marketing manager is responsible for promoting and positioning a brand in addition to the products and services that are sold by the company. Mr. Kenneth Antonio Ms. Nice Richelle Karyll Carnate Capitalist, General, Managing Partner Capitalist, General, Managing Partner Sales Manager Production Manager The responsibility for ensuring the sales goals are attained rests on the sales manager. The production manager is responsible for supervising the production process and organizing all activities and operations related to production. Capitalist Partner- a partner who contributes money to the capital of the company. General Partner- a part owner of a partnership business and is involved with its operations and shares in profits. Managing Partner- is responsible for the day-to-day management of the partnership business. Profit and Loss Sharing Scheme The profit or losses will be allocated in accordance with the agreement of the partnership. NAME OF THE PARTNER TOTAL CONTRIBUTION PERCENTAGE Ms. Mejia 480,000 13% Ms. Hermoso 1,675,000 45% Ms. Bejar 620,000 16% Mr. Antonio 570,000 15% Ms. Carnate 420,000 11% Total 3,765,000 100% The partnership agreed that the distribution of profits and losses shall divided based on capital contributions. Scenario On the month of March 2021, Mr. Antonio received an offer from Ms. Carpio to directly purchased 25% of her interest in the partnership of P145,000. Ms. Carpio is a successful young entrepreneur. Thus, continuing partners agree to admit Ms. Carpio as a member of the firm. Mr. Antonio, Capital Ms. Carpio, Capital 142,000 142,000 Computation: 570,000 x 25% = 142,000 The new partner received a one-fourth transfer of Mr. Antonio’s capital. The partnership did not receive the cash paid because the transaction is between Mr. Antonio and Ms. Carpio personally, not between Ms. Carpio and the partnership.