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However, the Supreme Court, in the case of Tuason vs. Bolanos [95 Phil.
106 (1954)] noted that even if a corporation has no power to enter into a
partnership, it may nonetheless validly enter into a joint venture agreement
where the nature of the venture is in line with the business authorized by its
charter. Such joint venture need not be registered with the Securities and
Exchange Commission (SEC) provided it does not result in the formation of
a new corporation or partnership. [SEC Opinion, 18 March 1993]
3. The articles of partnership must stipulate that all the partners are
and shall be jointly and severally liable for all the obligations of the
partnership. [SEC Opinion, 29 February 1980]
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