BL 212 Partnership Reviewer
BSBA Marketing Management
Law on Partnership Reviewer
Question 1
Multiple choice (one answer)
1. Generally, a contract of partnership is:
An aleatory and consensual contract
A preparatory and consensual contract
A preparatory and formal contract
An aleatory and a formal contract
Question 2
Multiple choice (one answer)
A, B, C formed ABC Partnership. they are also the major stockholders of ABC Corporation. Which of the
following statements is true.
ABC Partnership is a person separate and distinct from A, B, and C. This is not true with ABC
Corporation.
ABC Corporation and ABC Partnership are Considered as a person Separate and distinct from A, B,
and C. Further, the law treats ABC Corporation and ABC Partnership as separate from each other.
ABC corporation and ABC partnership are considered as a person separate and distinct from A, B,
and C, buth the law treats ABC Corporation and ABC Partnership as one entity.
ABC Corporation is a person separate and distinct from A, B, and C. This is not true with ABC
Partnership.
Question 3
Multiple choice (one answer)
As distinguished from a partnership, a joint venture:
does not allow corporations to become venturers
Generally relates to a continuing business
is usually limited to a single transaction
operates with legal personality
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Question 4
Multiple choice (one answer)
As distinguished from a corporation, a partnership:
Is created by agreement of the parties and not by operation of law
Is created by operation of law and not agreement of the parties
Does not distribute its profits to those who contributed capital to the business
Distributes its profits to those who contributed capital to the business
Question 5
Multiple choice (one answer)
As distinguished from stockholders of a corporation, the partners of a partnership:
have unlimited liability
May transfer his interest without consent of other partners
have limited liability
Cannot generally exercise management of the partnership unless appointed as managing partners
Question 6
Multiple choice (one answer)
Statement 1: the partnership can exist even before the existence of a common fund.
Statement 2: In order to constitute a partnership, there must be an actual profit to be divided.
Only statement 1 is true.
Only Statement 2 is true.
Both statements are true.
Both statement are not true.
Question 7
Multiple choice (one answer)
What is the primary purpose of establishing a partnership?
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To Obtain Profits and divide the same among the parties
To contribute money, property, or industry
To establish a common fund
To conduct a business and practice a profession
Question 8
Multiple choice (one answer)
Henry and Ian are the heirs of Gary. Gary passed onto both Henry and Ian an undivided parcel of land
measuring 500 square meters. Pending the settlement of the estate, the parcel of land earned income
amounting to P2,000,000, which Henry and Ian split in half amongst themselves. Is there a partnership
between Henry and Ian.
Yes. Co- ownership is a form of partnership
No. Such is not registered with the Securities and Exchange Commission.
yes. The fact that there is sharing of profits is the hallmark of a partnership.
No. Co- ownership does not of itself establish a partnership.
Question 9
Multiple choice (one answer)
In which of the following cases is receipt by a person of a share in the profits a prima facie evidence that
he is a partner?
Receipt by way of rent to a landlord
Receipt of wages of an employee
Receipt as payment of debt by installment
Receipt as one of the managing professionals of a professional firm
Question 10
Multiple choice (one answer)
In a universal partnership of all profits, which of the following is contributed?
I. Ownership of all the property
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II. All that may be acquired by the partners by their industry or work
III. Usufruct over the property of the partners
II and III only.
I and III only.
I and II only.
II only.
Question 11
Multiple choice (one answer)
Bobby and Teddy entered into a universal partnership of all present property. After the constitution of
the partnership, Bobby inherited from her grandmother a parcel of land amounting to P20, 000,000.
Subsequently, the parcel of land earned P2, 500, 000 after being inherited by Bobby. Which of the
following is true?
Bobby and Teddy may stipulate that the parcel of land and the income from such property be
included in the composition of the universal partnership.
Bobby and Teddy cannot stipulate that the parcel of land and the income from such property be
included in the composition of the universal partnership.
Bobby and Teddy may stipulate that the income from the parcel of land be include in the
composition of the universal partnership, but not the parcel of land itself.
Bobby and Teddy may stipulate that the parcel of land be included in the composition of the
universal partnership, but not the income from such.
Question 12
Multiple choice (one answer)
Jane, Karen, and lucy formed a partnership for a fixed term of two (2) years. After two years, Jane, Karen
and Lucy continued the partnership without any express agreement. Which of the following statements
is true?
Any contract that the partners may enter into after two-year period is valid since the continuation
after the expiration of the term constitutes renewal
Any contract that the partners may enter into after the two-year period is void since there is no
more partnership to speak of.
Any contract that the partners may enter into after the two-year period is voidable because of the
defect in the consent of the partnership.
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Any contract that the partners may enter into after the two-year period is unenforceable for being
entered into with lack of authority.
Question 13
Multiple choice (one answer)
Which of the following partnership has complied with all the requisites for its lawful establishment?
Partnership de jure
Universal partnership
Partnership de facto
Open partnership
Question 14
Multiple choice (one answer)
it is a partner who does not take active part in the business of the partnership, but may be known to be
a partner by third persons
Secret partner
Silent partner
Dormant partner
Ostensible partner
Question 15
Multiple choice (one answer)
When immovable property or real rights are contributed, the partnership contract:
Must appear in a public instrument with an affidavit of good faith
Must appear in a public instrument
Must be in writing
may be entered into orally
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Question 16
Multiple choice (one answer)
the partnership contract must appear in a public instrument where the capital is:
more than P5,000
at least P5,000
at least P3,000
more than P3,000
Question 17
Multiple choice (one answer)
generally, a contract of partnership:
requires delivery of the money and property to be contributed for its perfection
is required to be in public instrument
is required to be in writing
can be entered into any form
Question 18
Multiple choice (one answer)
failure to comply with the requirement for a partnership contract to appear in a public instrument
where the amount of capital is at least P3,000:
Will not be able to produce any legal effect with respect to the contracts of the partnership with
third person
Will result to the invalidation of the contract of partnership
Will not affect the liability of the partnership and the partners with third persons
Will make the managing partner liable for damages to the partners in good faith
Question 19
Multiple choice (one answer)
The managing partners may be appointed
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Only in the articles of partnership
Only after constitution of the partnership
Either in the articles of partnership or after constitution of the partnership
In the articles of partnership and after constitution of the partnership
Question 20
Multiple choice (one answer)
Severus, Albus, and Harry entered into a contract of partnership for the establishment of wizardry shop.
The articles of partnership did not specify who the managing partners are. Subsequent to the
constitution of the partnership, Severus was appointed by the partners as the managing partner.
Subsequently, Harry wanted to take over the management of the business. Albus agrees. Harry and
Albus holds the controlling interest in the partnership. Can Harry and Albus remove Severus as the
managing partner?
No. The facts to do not show in any just or lawful cause
No. Severus has a vested right over the management of the partnership
Yes. The removal is subject to approval by the securities and Exchange Commission
Yes. The partners may do so at any time and for any cause
WEEK 3
BL212 Business Laws and Regulations
Question 1
Multiple choice (one answer)
The Partnership contract must appear in a public instrument where the capital is:
more than P3, 000
more than P5, 000
at least P5,000
at least P3,000
Question 2
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Multiple choice (one answer)
Generally, a contract of partnership:
requires delivery of the money and property to be contributed for its perfection
can be entered into in any form
is required to be in a public instrument
is required to be in writing
Question 3
Multiple choice (one answer)
Failure to comply with the requirement for a partnership contract to appear in a public instrument
where the amount of capital is at least P3, 000:
will not be able to produce any legal effect with respect to the contracts of the partnership with
third persons
will make the managing partner liable for damages to the partners in good faith
will result to the invalidation of the contract of partnership
will not affect the liability of the partnership and the partners with third persons
Question 4
Multiple choice (one answer)
The managing partners may be appointed:
in the articles of partnership and after constitution of the partnership
only in the articles of partnership
only after constitution of the partnership
either in the articles of partnership or after constitution of the partnership
Question 5
Multiple choice (one answer)
Severus, Albus, and Harry entered into a contract of partnership for the establishment of a wizardry
shop. The articles of partnership did not specify who the managing partners are. Subsequent to the
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constitution of the partnership, Severus was appointed by the partners as the managing partner.
Subsequently, Harry wanted to take over the management of the business. Albus agrees. Harry and
Albus holds the controlling interest in the partnership. Can Harry and Albus remove Severus as the
managing partner?
No. The facts do not show in any just or lawful cause
No. Severus has a vested right over the management of the partnership
Yes. The partners may do so at any time and for any cause
Yes. The removal is subject to approval by the Securities and Exchange Commission
Question 6
Multiple choice (one answer)
In case there is a stipulation that none of the managing partners shall act without the consent of others:
The concurrence of all is necessary for the validity of the acts.
The concurrence of majority of the number of partners is necessary for the validity of the acts
the stipulation is void
the concurrence of the controlling interest in the partnership is necessary for the validity of the
acts
Question 7
Multiple choice (one answer)
Which of the following should first be considered in determining how profits and losses shall be
distributed?
amount of interest in the partnership
agreement
whether the partner are capitalist or industrial
amount of capital contribution
Question 8
Multiple choice (one answer)
Who among the following is not liable for losses?
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Capitalist partner
limited partner
Industrial partner
general partner
Question 9
Multiple choice (one answer)
Statement 1: A stipulation excluding one or more partners from any share in the profits or losses is void.
Statement 2: If only the share in the losses has been stipulated, the share in the profits shall be in the
same proportion.
Both statement are not true.
only statement 1 is true
Both statements are true.
Only Statement 2 is true.
Question 10
Multiple choice (one answer)
Upon exhaustion of the partnership assets in a partnership with all general partners:
all partners, except industrial partners are liable pro rata and primarily with their personal property
all partners, except industrial partners are liable pro rata and subsidiarily with their personal
property
all partners are liable pro rata and primarily with their personal property
all partners are liable pro rata and subsidiarily with their personal property
Question 11
Multiple choice (one answer)
Ned, Ophelia, and Patrick are partners in NOP Partnership. Subsequently, Quincy was admitted to the
partnership. At the time of her admission, NOP Partnership already had a debt of P200, 000 to Randy.
Subsequently, the partnership was dissolved and liquadated, and the partnership's debt to Randy
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balloned to P500, 000. After, the partnerships assets were exhausted, the remaining amount due to
Randy was P350, 000. Can Randy collect from the personal assets of Quincy.
No, Quincy's capital contribution and her personal assets shall not be used to satisfy the debt to
Randy
No, since there is no stipulation allowing Randy to collect from Quincy
Yes, but only to satisfy the P150, 000 debt incurred after Quincy's admission
Yes, to satisfy the P350, 000 debt to Randy
Question 12
Multiple choice (one answer)
Statement 1: Any stipulation against individual liability of the partners is valid against third persons.
Statement 2: Any stipulation against individual liability of the partners is void among the partners.
only statement 1 is true
Only Statement 2 is true.
Both statement are not true.
Both statements are true.
Question 13
Multiple choice (one answer)
The partnership can recover real property conveyed by any partner in the name of the partnership
when:
The grantee does not have knowledge that the partner exceeded his authority and the grantee is a
holder for value
The person claiming the right under the grantee does not know that the partner has exceeded his
authority
The partner has authority to carry out the usual business of the partnership
The real property has been conveyed by the grantee to a holder for value
Question 14
Multiple choice (one answer)
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For wrongful acts of a partner in the ordinary course of the business of the partnership which causes
loss or injury to any person
both the erring partner and the partnership is liable, jointly
only the partnership is liable
both the erring partner and the partnership is liable, solidarily
only the erring partner is liable
Question 15
Multiple choice (one answer)
Statement 1: Partnership creditors are preferred on partnership property.
Statement 2: Partner's individual creditors are preferred on partners individual property.
Only Statement 2 is true.
Only statement 1 is true.
Both statements are true.
Both statement are not true.
Week 4
BL212 Business Laws and Regulations
Question 1
Multiple choice (one answer)
Paul, Peter, John, and Lucas formed a partnership. Paul owns 10% interest in the partnership, Peter
owns 60%, John owns 15% and Lucas owns 15%. Peter and Paul were delegated as managing partners
without a stipulation as to their specific duties. Paul seeks to bind the partnership by entering into a
contract of sale of merchandise. Peter opposed. For the sale to be allowed,
All of the partners must vote in favor of the contract
Paul, John, and Lucas must vote in favor of the contract
Peter must vote in favor of the contract
No vote required. Paul is authorized to bind the partnership
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Question 2
Multiple choice (one answer)
When the manner of management is not agreed upon:
all partners will be considered as agents of partnership
all capitalist partners will be considered as agents of the partnership
The party who has the controlling interest will be considered as the agent of the partnership
all industrial partners will be considered as agents of the partnership
Question 3
Multiple choice (one answer)
Felix, George, and Heidi are partners of FGH Partnership. FGH Partnership, through Felix, entered into a
service contract with JKL accounting Firm whereby JKL Accounting firm will provide payroll services to
the partnership. The service contract provides a stipulation that no party shall terminate the contract
without a 30-day prior notice. Subsequently, a letter from JKL Accounting Firm was received by Heidi,
stating that the service contract is being terminated 30 days after date of receipt of the letter. Thirty
days have passed and JKL Accounting Firm effectively stopped rendering accounting services to FGH
Partnership. Shocked, Felix questioned the cessation of the required work as it is seriously hampering
the giving out of salaries of the employees of FGH Partnership. Felix sued JKL Accounting Firm for
damages for failure to comply with the 30-day notice rule. Is JKL Accounting Firm liable?
Yes. the notice should have been sent to Felix, the person who has contracted with JKL Accounting
Firm
No. Notice to Heidi is notice to the entire partnership
No. Even without a 30-day prior notice, rescission is a remedy in contracts of sale of services.
yes. the notice should have been sent to all the partners.
Question 4
Multiple choice (one answer)
When an unlawful partnership is dissolved by a judicial decree, the profits:
shall be distributed to each of the partners less payment of penalties
shall be confiscated in favor of the state
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shall be be given to the partner who did not know of the illegality
shall be distributed to each of the partners
Question 5
Multiple choice (one answer)
Mario, Luigi, and Peach are partners in MLP Partnership. The partnership was established for the
purpose of carrying a furniture business. The managing partner designated is Mario. Luigi representing
himself as a partner in MLP Partnership, contacted Xavier, who is an operator of dormitory. He was able
to convince Xavier to purchase 1, 000 pieces of furniture at a discounted price. Mario, noting that the
contract Luigi entered into is prejudicial to the partnership, seeks to not bind the partnership on the
contract. Is MLP Partnership bound by the contract entered into by Luigi?
no, considering that Luigi is not a managing partner
no, considering that Luigi exceeded his authority by entering into a contract prejudicial to the
interest of the partnership and the partners.
yes, considering that this is apparently for the carrying on of the usual business of the partnership
yes, considering that what Luigi did is merely an act of dominion which is covered by his authority
as a partner
Question 6
Multiple choice (one answer)
The partnership can recover real property conveyed by any partner in the name of partnership when:
the partner authority to carry out the usual business of the partnership
the person claiming the right under the grantee does not know that the partner has exceeded his
authority
the real property has been conveyed by the grantee to a holder for value
The grantee does not have knowledge that the partner exceeded his authority and the grantee is a
holder for value
Question 7
Multiple choice (one answer)
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Melissa, hero, and Sandara are partners of MHS Partnership. MHS Partnership had a long-time supplier
name Direk. Direk made his payment for the merchandise he brought to Sandra for p300, 000
considering that for years, it was Sandra who had collected the amounts with no problems. However,
Sandra used the fundsfor her European tour. Can the Partnership recover from Direk?
No. the partnership is liable for loss because there was no showing that Sandara was not
authorized to collect from Direk
No. The partnership is liable for loss because Sandra was acting within the scope of her apparent
authority
Yes. Direk is liable for loss because Derek should have known that Sandara was not authorized to
collect from Direk.
Yes. Direk is liable for loss because Sandra was acting within the scope of her apparent authority
Question 8
Multiple choice (one answer)
Brienne, Charlie, and Dina are friends. Brienne and Charlie are known to Dina as coming from wealthy
families, so Dina, Misrepresenting herself to be partners of Brienne and Charlie, approached Elise and
told Elise that they are engaged in the buying and selling of ivory statues. Elise called Charlie, and Charlie
confirmed that he, together with Brienne and Dina, is indeed engaged in such business. Elise, interested
in interior decorations, gave P320, 000 to Dina for the latter to purchase ivory statues. Subsequently,
Dina failed to deliver. From the facts, who is liable for the contract with Elise?
Dina only
Brienne, Charlie, and Dina
Charlie and Dina only
no one
Question 9
Multiple choice (one answer)
it is the change in the relation of the partners caused by any partner ceasing to be associated in the
carrying on of the business.
dissolution
Winding up
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termination
liquadation
Question 10
Multiple choice (one answer)
Which of the following loss would dissolve a partnership by operation of law?
loss of a generic thing which a partner had promised to contribute before delivery
loss of a specific thing which a partner had promised to contribute before delivery
loss of a specific thing which a partner had promised to contribute after delivery
loss of a generic thing which a partner had promised to contribute after delivery
Question 11
Multiple choice (one answer)
which of the following does not dissolve a partnership by operation of law?
Absence of a partner
insolvency of a partner
death of any partner
civil interdiction of a partner
Question 12
Multiple choice (one answer)
Statement 1: The courts can declare a partnership dissolve
Statement 2: A partner acting in good faith may unilaterally cause the dissolution of a partnership
Only Statement 2 is true.
Both statement are not true.
Both statements are true.
only statement 1 is true
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Question 13
Multiple choice (one answer)
Andres, Jose, and Marcelo are partners of AJM Partnership. One of their long-time suppliers is Emilio. On
October 30, 2020, the partners decided to discontinue the partnership. Days after the dissolution, Jose
entered into a contract with Emilio for the purchase of supplies. Emilio did not have personal notice of
the dissolution of the partnership, but two days before, Andres had caused the dissolution to be
advertised in a newspaper of general circulation. Does the contract with Emilio bind the partnership?
Yes, because the law requires that the dissolution be advertised in a newspaper of general
circulation
Yes, because Emilio did not have personal notice of the dissolution.
No, because even without the publication, the partnership has no longer juridical and legal
existence.
No, because the dissolution was already advertised in a newspaper of general circulation
Question 14
Multiple choice (one answer)
Aside from the partner designated in the agreement or those who have not wrongfully dissolved the
partnership, who else can wind up the partnership affairs?
The spouse of the partner who has not wrongfully dissolved the partnership
the industrial partners who must also be managing partner
the legal representative of the last surviving solvent partner
the partners owning controlling interest
Question 15
Multiple choice (one answer)
The limited partners:
shall not be bound by the obligation of the partnership. Their capital contribution shall not be used
to satisfy partnership debts. However their personal assets may be used to satisfy partnership debts.
shall not be bound by the obligations of the partnership. Their personal assets shall not be used to
satisfy partnership debts. However, Their capital contribution may be used to satisfy partnership debts.
shall be bound by the obligations of the partnership.
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Shall not be bound by the obligations of the partnership. Their personal assets and capital
contributions shall not be used to satisfy partnerships debt.
Question 16
Multiple choice (one answer)
A limited partnership:
shall have two or more limited partners
shall have one or more limited partners
shall have no general partners.
shall have equal number of general and limited partners.
Question 17
Multiple choice (one answer)
Statement 1: A limited partner has no right to participate in the management of the partnership.
Statement 2: A limited partner cannot become an industrial partner.
Both statement are not true.
only statement 1 is true
Only Statement 2 is true.
Both statements are true.
Question 18
Multiple choice (one answer)
Failure to file the certificate required for a limited partnership with the Securities and Exchange
Commission:
The partnership does not obtain legal existence.
The partnership becomes a general partnership.
The partnership becomes a general partnership, but only with respect to the third persons.
The partnership becomes a general partnership, but only with the respect to the partner
themselves.
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Question 19
Multiple choice (one answer)
Which of the following acts may not be done by a limited partner?
Assign a substituted limited partner
Loan money to the partnership
Inspect and copy the partnership books at a reasonable time
Receive or hold as collateral security any partnership property
Question 20
Multiple choice (one answer)
In the settlement of accounts of a limited partnership upon dissolution, which of the following is the
correct order of payment after satisfaction of creditors' claims?
I. Those to general partners, in respect to their share of the profits
II. Those to general partners, in respect to their capital contribution
III. Those to limited partners, in respect to their share of the profits
IV. Those to limited partners, in respect to their capital contribution
III, I, IV, II
III, IV, I , II
I, II, III, IV
I, III, II, IV
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