Saint Vincent College of Cabuyao
Brgy. Mamatid, City of Cabuyao, Laguna
Law on Partnerships
MIDTERM EXAM
Name:
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Item
Questions
1
The following are essential requisites of a contract of
partnership, except:
A. There must be a valid contract
B. There must be a contribution of money only to the
common fund
C. The partnership
profit
must
be
organized
for
gain
or
D. The partnership should have a lawful object or
purpose, established for the common benefit or
interest of the partners
2
The following describes a partnership, except:
A. It is created by contract and law.
B. It has legal or juridical personality.
C. It is created for the purpose of profit.
D. It may appear in any form, except in cases where
real property is contributed in which case a
public instrument is required.
3
The effects of
following, except
an
unlawful
partnership
are
the
A. The contract is void from the very beginning.
B. The contract is voidable from the very beginning.
C. The profits shall be confiscated in favor of the
government.
D. The instrument or tools and proceeds of the crime
shall be forfeited in favor of the government.
4
If real properties or real rights in real properties
are contributed without regard of the value,
A. A private document is needed.
B. The contract may be oral or in writing.
C. A document prepared by the notary public in the
presence of the parties is needed.
D. No form is required.
5
The following instances do not necessarily establish a
partnership, except:
A. A joint purchase of land by two.
B. An agreement to share the profits and losses on
the sale of land.
C. A common ownership of property
D. A contribution of money, property, or industry to
a common fund for the purpose of doing business
to gain profit.
6
Failure to comply with the requirements of execution in
a public instrument for
a contract of partnership
having a capital of P3,000 or more
A) Makes the contract void
B) Makes the contract still valid
C) Affects the liability of the partnership to third
persons
D) Affects the liability of the partners/members to
third persons
7
A partnership can begin in the following situations
except
A) Its registration in the SEC is not essential to
give it juridical personality.
B) The birth and life of the partnership is
predicated on the mutual desire and consent of the
parties.
C) The consent of the members is enough to create a
partnership.
D) It cannot be commenced at a later date nor can it
be based on a happening of some future contingency.
8
The contract-validating inventory requirement
A) Applies to personal rights
B) Requires an inventory of the contributed property
duly signed by the parties to be attached to the
public instrument
C) Is intended to protect the rights of partners
D) Is intended for legalities which cannot be
subject to inscription in the Registry Property that
may or may not prejudice third persons.
9
The following are true, except:
A) A partnership with a fixed term cannot
terminated prior to the expiration of the term.
be
B) One of the partners may dictate a dissolution at
will but he must act in good faith.
C) The expiration of term fixed or completion of the
undertaking
will
automatically
dissolve
a
partnership with a fixed term.
D) A partnership with a fixed term exists through
the agreement of partners (expressly or impliedly)
for its term.
10
Which is not true with regards to associations?
A) Any of the members may contract in his own name
with third persons.
B) It shall be governed by the provisions relating
to co-ownership.
C) It can sue due to its legal personality.
D) Fees are usually collected
maintain the organization.
11
from
members
to
The following are obligations of a partner with respect
to a contribution of property, except to:
A) Answer for eviction in case the partnership is
deprived of the determinate property contributed.
B) Preserve the property with diligence of a good
father of a family pending delivery.
C) Answer to the partnership for the fruits of the
property the contribution of which he delayed.
D) Indemnify the partners for any damage caused them
by the retention of the property.
12
Which analogy is incorrect?
A) Particular partnership : generic things
B) Universal partnership : present property
C) De jure partnership : compliance with some legal
requirements
D) General partnership : no fixed term
13
Appraisal of goods or property contributed is made by
the following, except:
A) Stipulation
B) Experts chosen by the partners
current prices, if no stipulation
14
according
to
C) In accordance to current prices
preceding changes are accounted for
from
which
D) In accordance to current prices
subsequent changes are accounted for
from
which
A universal partnership may refer to
A) All properties actually belonging to partners
B) All successional rights belonging to partners
C) All future property to be donated to a partner
D) All legacies of a partner
15
Which is not true about the obligations of a partner
with respect to the contribution of money?
A) A partner must contribute on the date due.
B) A partner must indemnify the partnership for the
damages.
C) A partner must adjust his interest with respect
to the amount he may have taken.
D) A partner must pay the agreed or legal interest
if he fails to pay on time.
16
An industrial partner
A) Becomes the creditor of the partnership for his
work/services.
B) Can be subjected
performance.
to
an
action
for
specific
C) Can be exempted from liability by mere toleration
of the partnership
D) Cannot engage in the same business or any
business at all to prevent conflict of interest.
17
Contribution of partners to the partnership capital
A) Must be unequal
B) Is presumed to be unequal with the absence of any
stipulation.
C) Has to be stipulated in any partnership contract.
D) Is presumed to be unequal with the absence of any
stipulation.
18
The following are true regarding future property with
regards to properties owned by partners, except:
A) Contracts regarding successional rights cannot be
made.
B) Generic things are not necessarily precluded as
an object of the partnership.
C) Generally, future property cannot be donated.
D) Certainty of the thing
partnership is demanded.
19
contributed
to
the
The following are true about universal partnership of
profits, except:
A) Only the use and fruits of the properties of the
partners becomes common property of all the partners
and the partnership.
B) Properties subsequently acquired by inheritance,
legacy,
or
donation
can
be
included
in
the
stipulation, together with their fruits.
C) All profits acquired through the industry or work
of the partners become common property.
D) If stipulated, profits from other property of the
partners may be common.
20
Persons who cannot enter into a universal partnership
are the following, except:
A) Persons living together in the same domicile by
amity.
B) Persons living together
without a valid marriage.
as
husband
C) Persons found guilty of the
offense, in consideration thereof.
same
and
wife
criminal
D) Legally married spouses.
21
A capitalist partner is not bound to contribute more
than what he agreed to contribute, unless there is
imminent loss of the business. The following are the
requisites for the application of the rule, except:
A) Imminent loss of the business
B) Majority of the capitalist partners are of the
opinion that an additional contribution to the
common fund would save the business.
C) The partner deliberately agrees.
D) There is no agreement.
22
The requisites of the obligation of a managing partner
who collects debt are as follows, except:
A) There are at least two debts.
B) Such debts must be one from the partner and the
other to the partnership.
C) At least one debt is demandable.
D) The partner who collects is authorized to manage
and actually manages the partnership.
23
When a partner receives his share
credit, in whole or in part, then
of a
partnership
A) He is obliged to bring to the partnership capital
what he received.
B) He is only obligated to bring to the partnership
capital what he received if there are at least two
credits.
C) He shall keep what he had received when he is a
managing partner.
D) He shall be obligated to bring to the partnership
capital what he received if and only if the other
partners have not collected theirs.
24
The statement which is most probably not true regarding
a partner’s obligation and/or responsibility is:
A) A partner is responsible to secure benefits for
the partnership. Hence, all profits earned shall
pertain as a matter of law or right to the
partnership.
B) A partner is a debtor of the partnership for his
industry and he shall be liable for the injury
suffered by it caused by his fault. Hence, there
cannot be any compensation.
C) When unusual profits may have been realized by
the partnership through the extraordinary efforts of
the partner, the courts may mitigate the liability
for damages.
D) No court can equitably lessen the responsibility
of the guilty partner unless it is otherwise
stipulated in the partnership books with regards to
its legal person.
25
Which pair is true regarding the risk of loss?
A) Risk of specific thing not fungible : partner who
owns it
B) Things contributed to be sold : partners
C) Fungible things: partners
D) Things brought and appraised in the inventory :
partners
26
The following are obligations of the partnership to the
partners, except:
A) To refund the amount disbursed by the partner in
behalf of the partnership.
B) Included in the refund is the interest from the
time of demand.
C) To answer for the obligations contracted by the
partner in good faith in the interest of the
partnership business.
D) To answer for the risks in consequence of its
management.
27
If there is no agreement as to the share in the losses
and profits, then each partner shall have a share in
the same proportion to what he may have contributed,
but the following are exceptions to this statement
other than one.
A) The industrial partner shall be entitled to a
share in the losses as may be just and equitable
with regards to other partners.
B) The industrial partner shall also receive a share
in the profits in proportion to his capital if he
had contributed such aside from his services.
C) The industrial partner shall not be liable for
the losses.
D) The industrial partner, under the circumstances,
shall be qualified to share in the profits as may be
just and equitable.
28
What is the effect if the partner has entrusted to a
third person the designation of the share of each
partner in the profits and losses?
A) Such designation has no validity.
B) The designation is void
manifestly inequitable.
whether
or
not
C) The designation cannot be impugned
partner has begun its execution.
it
when
is
the
D) The designation is not binding even if the
partnership fails to impugn it within a period of
three months.
29
Stipulations excluding a partner from any share
profits or losses has the following effect, except:
A) It is
subsist.
generally
void
but
the
partnership
B) It is generally invalid to stipulate
industrial partner is excluded from losses.
in
will
that
an
C) Parties can stipulate unequal shares.
D) A person excluded from any share in the profits
or losses is not intended by the parties to become a
partner.
30
The following are true about
partner as a manager, except:
the
appointment
of
a
A) A partner appointed as a manager in the articles
of partnership may have such appointment revoked
only if there is just and lawful cause or through
the consent of all partners including the appointee.
B) A partner appointed as a manager in the articles
of partnership shall not execute such acts of
administration when there is opposition of the other
partners.
C) A partner designated as a manager after the
constitution of the partnership may have such
appointment revoked at any time for any cause.
D) Revocation of the appointed manager after the
constitution of the partnership must be voted upon
by
the
majority
of
the
partners
having
the
controlling interest.
31
Camila Sardines have two managing partners, Daniela and
Romina. There is no specification of their respective
duties nor is there a stipulation that one may not act
without the consent of the other. Which of the
following is false regarding this partnership?
A) Daniela and Romina may
acts of administration.
separately
execute
all
B) In case any of the managing partners oppose to
the acts of the other, the decision of the majority
of partners shall prevail.
C) In case any of the managing partners oppose to
the acts of the other, and the decision of the
partners have tied, the matter shall be decided by
the partners having the controlling interest.
D) In case any of the managing partners oppose to
the acts of the other, the decision of the partner
with the controlling interest shall prevail.
32
The partners may stipulate in their Articles of
Partnership that no managing partner may act without
the consent of all the other managing partners. The
following statements are true regarding this matter,
except:
A. A managing partner who acts without the consent
of the others during an imminent danger of grave
or irreparable injury to the partnership shall be
liable to the consequences of his actions may it
be for the partnership’s benefit or not.
B. The unanimous consent of all managing partners is
necessary for the validity of their acts.
C. The absence or disability of the partners may not
be interposed as an excuse or justification to
dispense with the requirement of having the
consent of all.
D. The
concurrence
of
all
partners
necessary for any act to be valid.
33
shall
be
When the manner of management has not been agreed upon,
the following rules shall be observed, except:
A. Unanimous consent is necessary for any important
alteration to be made on an immovable property.
B. An important alteration in immovable property is
not contemplated. It must constitute an act of
strict dominion.
C. All partners shall be considered agents of the
partnership and all of them must agree upon all
contracts entered into for such acts to be
binding.
D. If any partner’s refusal of consent is manifestly
prejudicial to the partnership’s interest, the
court’s intervention may be sought.
34
Which is true about a subpartnership?
A. A subpartner has the same rights and functions as
a main partner.
B. A subpartnership does not affect the composition,
existence, and operations of the firm.
C. A subpartner is considered a member of the firm.
D. A subpartner may acquire the rights of
partners
and
becomes
indebted
for
partnership’s debts.
35
the
the
The following are general rules regarding partnership’s
books, except:
A. The partnership books shall be kept in the place
agreed upon by the partners.
B. The partnership books shall be kept at the
principal place of business of the partnership in
the absence of agreement.
C. Every partner shall have at a reasonable hour
access to and may inspect and copy any of the
partnership books.
D. Every partner shall have for his own account the
right to access the partnership books on the
reasonable hour accorded to his will.
36
The following are true regarding the partners’ duty to
render information, except:
A. Mutual trust and confidence requires that there
be no concealment among partners.
B. Good faith not only requires that there be no
false statement. It also requires that there be
no concealment among partners.
C. There is still duty to render information even
though such already appears in the partnership
books.
D. Partners shall render on demand true and full
information
of
all
things
affecting
the
partnership
to
any
partner
or
legal
representative of a deceased partner
partner under legal disability.
37
or
of
a
A universal partnership may refer to all present
property or all profits. The following refer to a
universal partnership of all profits except for one
which refers to the other kind. Which among the
following refer to a universal partnership of all
present property?
A. It comprises all that the partners may acquire by
their industry or work during the existence of
the partnership.
B. The partners contribute all the property which
belongs to them to a common fund, with the
intention of dividing the same among themselves,
as
well
as
the
profits
they
may
acquire
therewith.
C. Only the usufruct over the property
partners passes to the partnership.
of
the
D. Articles of universal partnership, entered into
without
specification
of
its
nature,
only
constitute
a
universal
partnership
of
all
profits.
38
The universal partnership of profits
A. Is by which property contributed includes all
those belonging to the partners at the time of
the constitution of the partnership.
B. Presumes that property acquired by partners
subsequently by inheritance, legacy or donation
cannot be included in a stipulation for its
common enjoyment.
C. Presupposes that partners must contribute
property belonging to them to a common fund.
all
D. Imposes less obligation because their real and
personal properties are retained by them in naked
ownership.
39
A
particular
partnership
characteristics, except
has
the
following
A. Object must be determinate
B. No specific undertaking required
C. Persons related
partnership
by
affinity
may
enter
such
D. Exercise of a profession or vocation
40
A partnership has a judicial personality separate and
distinct from that of each of the partners. Which
statement does not support the aforementioned?
A. Partners are individually liable for the debts of
the partnership.
B. Immovable property to be acquired must be in the
name of the partnership.
C. Immovable property acquired in the name of the
partnership must also be in the partnership name
if conveyed.
D. The partnership is held responsible for liability
incurred.
41
The following are true regarding a partner, except:
A. Every partner must account to the partnership for
any benefit.
B. Every partner must hold as trustee for the
partnership any profits derived by him in any
transaction
connected
with
the
formation,
conduct, or liquidation of the partnership or
from any use by him of its property.
C. Each partner is considered in law to be the
disclosed agent of the others.
D. Each partner must always act for the common
benefit
in
all
transactions
affecting
the
partnership affairs.
42
Which is not true about a capitalist partner?
A. He cannot engage in the same or similar business
to which the partnership is engaged.
B. Though he did not acquire knowledge of the
business secrets of the partnership, it is unfair
for him to engage in another but similar kind of
business.
C. If he violates such prohibition, he shall bear
the losses alone.
D. If he violates such prohibition, he must bring to
the common fund any profits he derived from his
transactions.
43
What kind of action is an action for accounting?
A.
B.
C.
D.
Accion
Accion
Action
Action
subrogatoria
Pauliana
of Account
in Personam
44
The following are principal rights of a partner with
regards to his property rights. Which is only a related
right?
A. Rights of access and inspection of partnership
books
B. Rights in specific partnership property
C. Interest in the partnership
D. Rights to participate in the management
45
Specific partnership property is not subject to the
following by a partner alone except for one. Which must
not be included?
A.
B.
C.
D.
46
Assets of the partnership after partnership debts and
liabilities are paid and settled and the rights of the
partners among themselves adjusted are known as:
A.
B.
C.
D.
47
Attachment
Execution
Injunction
Depreciation
Revenue
Goodwill
Profit
Surplus
Rights of an assignee include the following, except:
A. To receive in accordance with his contract the
profits accruing to the assigning partner
B. To require information or formal account from the
managing or supervising partner
C. To avail himself of the usual remedies provided
by law in the event of fraud in the management
D. To receive the assignor’s interest in case of
dissolution.
48
It means the extinguishment of the charge or attachment
on the partner’s interest in the profits.
A.
B.
C.
D.
49
Remission
Redemption
Condonation
Restitution
Which is not true about a firm name?
A. It must include the name of at least one of the
partners.
B. It must not be misleading.
C. It must be distinguished from other partnerships.
D. Use of the name of a deceased partner is allowed
as long as it is indicated that said partner is
already deceased.
50
May one partner make all the partners liable for the
obligation of the partnership?
A. No, he is the only one that should answer to such
obligation in any circumstance.
B. Yes, he may, provided that he acted personally
for the benefit of his interest.
C. Yes, he may, by entering into a contract in the
name and for the account of the partnership.
D. No, he cannot bind the partnership and the
partners since he is not considered an agent of
the firm when he acts principally for it.
51
Except as among the partners, any stipulation against
the liability laid down for the contractual obligations
of the partnership is considered:
A.
B.
C.
D.
52
Rescissible
Unenforceable
Voidable
Void
Except when authorized by the other partners or unless
they have abandoned the business, one or more but not
all the partners have no authority to the following
except one. Which is not?
A. Enter into a contract of sale for the venture’s
benefit
B. Confess a judgment
C. Submit a partnership claim or liability
D. Assign the partnership property in trust for
creditors
53
Real property may be registered or owned in the name of
the following, except:
A.
B.
C.
D.
54
The partnership
Creditors of the respective partners
One or more or all the partners
Third person in trust for the partnership
May the admission made by a partner after the
dissolution be received against the other partners?
A. Yes, provided that the admission has something to
do with the winding up of the partnership
affairs.
B. Yes, provided that the admission has something to
do with the acts of the partner after the
dissolution.
C. No since the partnership is already dissolved,
thus all affairs concerning the partnership have
ended.
D. No since the life of the partnership has already
ended, judicially or extrajudicially.
55
The following are instances where knowledge of a
partner is considered knowledge of the partnership,
except:
A. Knowledge of a partner acting on a particular
matter then present to his mind
B. Knowledge of a partner acting on a particular
matter acquired while a staff
C. Knowledge of any other partner who could and
should have communicated it to the acting partner
D. Each given instance is considered knowledge of
the partnership.
56
Blythe, Francine, Kyle, and Seth formed Gold Eggs, a
partnership business within the poultry industry. One
day, Blythe was delivering five trays of fresh eggs to
KimXi Resto using the partnership’s truck. She is under
the influence of alcohol at that time and thus unable
to see the road clearly, causing a severe mishap at the
resto’s entrance. What remedy can the people involved
take in such situation?
A. KimXi Resto can file a case only against the
individual
partner
(Blythe)
who
caused
the
mishap.
B. The other partners cannot be held responsible in
the liability of their co-partner as it is the
said co-partner who has acted negligent, not all
of them.
C. Francine, one of the partners, may pay for the
liability of Blythe, the guilty partner, and have
the interest of Blythe in the partnership as
recovery whether or not such detail is under the
articles of partnership.
D. KimXi
Resto
can
file
a
case
against
the
partnership and whatever damages will be awarded
to it will be paid by the partners and the
partnership. The other partners can recover from
Blythe the amount they have paid for her
negligence.
A.
57
Whether guilty or innocent with regards to the
liability of the partnership, the other partners shall
be
A. Solidarily liable
B. Jointly liable
C. Personally liable without regard of partnership
interest
D. Liable pro rata only
58
It is a bar which precludes a person from denying or
asserting anything contrary to that which has been
established
as
the
truth
by
his
own
deed
or
representation, either express or implied
A.
B.
C.
D.
59
Waiver
Force Majeure
Estoppel
Restitution
The following are true about a person admitted as a
partner in an existing partnership, except:
A. He becomes liable for the debts contracted by the
existing partnership before he entered.
B. His liability is limited only to his share in the
partnership property, unless otherwise stated.
C. His liability is limited up to the extent of his
personal properties with respect to becoming an
agent of the partnership.
D. For obligations contracted and existing at the
time that he is already admitted as a partner, he
shall become liable with regards to partnership
property and his separate property.
60
Who will be preferred when the partnership property is
to be disposed?
A.
B.
C.
D.
61
It is the point of time the partners cease to carry on
the business together.
A.
B.
C.
D.
62
Creditors of the partners
Creditors of the partnership
Partners
Representatives of deceased partners
Dissolution
Winding Up
Liquidation
Termination
On dissolution the partnership is not terminated, but
continues until the winding up of partnership affairs
is completed. The following instances support this
statement, except:
A. All transactions of the partnership should only
pertain to liquidation or winding up which will
happen over a period of time.
B. The partnership will sell its non-cash assets.
C. The partnership will take on new obligations and
will enter new contracts incongruent with its
termination.
D. The partnership will
thereafter
distribute
partners.
63
its creditors
remainder
to
and
the
Dissolution is caused by
A.
B.
C.
D.
64
pay
the
Remission of any partner
Civil interdiction of any partner
Condonation of any partner
Prescription of amounts due
On application by or for a partner the court shall
decree a dissolution whenever
A. A partner is declared as one with a sound mind
B. A partner becomes in any other way in full
capability to perform his duties
C. The business of the partnership can be carried on
in gaining profits
D. A partner willfully or persistently commits a
breach of the partnership agreement
65
As a rule, when a partnership is dissolved, any of the
partners
A.
B.
C.
D.
Cannot
Cannot
Cannot
Cannot
collect debts due to the partnership
continue on existing obligations
pay debts of the partnership
bind the partnership