Page24 of27 * articles of association by which 2 or more persons obligate themselves to place in acommon fund any property, industry,

or any

of these things, in order to obtain profit,shall be COMMERCIAL BORJA vs. ADDISON * a surviving husband may form a partnership with the heirs of the deceased wife for the management and control of the community property BUT in the absence of the formalities prescribed by the Civil Code, knowledge of the existence of the new partnership or community of property must at least be broughthome to third persons dealing with the surviving husband in regard to the communityreal property in order to bind them by the community agreement KIEL vs. SABERT * the declarations of one partner, not made in the presence of his co-partner, are notcompetent to prove the existence of a

partnership between them as against such partner * the existence of a partnership cannot be established by general reputation, rumor or hearsay EVENGELISTA vs. C.I.R. * By the contract of partnership 2 or more persons bind themselves to contributemoney, property, or industry to a common fund,

with the intention of dividing the profitsamong themselves ESSENTIAL ELEMENTS of a PARTNERSHIP 1.an agreement to CONTRIBUTE money, property, or industry to a COMMON FUND 2.intent to divide the profits among the contracting parties * when our internal Revenue Code includes partnerships among the entities subjectto the tax on corporations, said code which

are not necessarily partnerships in thetechnical sense of the term * PARTNERSHIPS includes a SYNDICATE, GROUP, POOL, JOINT VENTURE, orother unincorporated organization, through

or by the means of which any business,financial operation, or venture is carried on * a joint venture need not be undertaken in any of the standard forms,

or in conformity with the usual requirements of the law on partnerships, in order that one could be deemed constituted for purposes of the TAX on corporations PASCUAL vs. C.I.R. * co-ownership or co-possession does not itself establish a partnership, whether suchco-owners or co-possessors do or do not

share any profits made by the use of the property * the sharing of gross returns does not itself establish a partnership, within thepersons sharing them have a joint or common right

or interest in any property fromwhich the returns are derived * aside from the circumstances of profit, the presence of other elements constituting partnership is necessary, such as: 1.the clear intent to form a partnership Notes ofhotjurist in foro conscientiae Page25 of27 2.the existence of a juridical personality different from that of the individual partners AND 3.the freedom to transfer or assign any interest in the property by one with the consent of the others * an isolated transaction whereby 2 or more persons contribute funds to buy certainreal estate for profit in the absence of other

circumstances showing a contrary intentioncannot be considered a partnership * persons who contribute property or funds for a common enterprise and agree toshare the gross returns of that enterprise in

proportion to their contribution, BUT whoseverally retain the title to their respective contribution, are not thereby rendered partners they have no common stock or capital and no community of interest as principal proprietors in the business itself which the proceeds derived

a joint purchase of land, by two does not constitute a co-partnership in respectthereto, NOR does an agreement to share the

profits and losses on the sale of landcreate a partnership * in order to constitute a PARTNERSHIP INTER SESE there must be: A)an intent to form the same B)generally participating in both profits and losses AND C) such a community of interest, as far as third persons are concerned asenables each party to make a contract, manage the business, and disposeof the whole property * the common ownership of property does not itself create a partnership between theowners, though they may use it for the

purpose of making gains AND they may withoutbecoming partners, agree among themselves as to the management and use of suchproperty and the application of the proceeds therefrom * the sharing of returns does not in itself establish a partnership within the persons sharing therein have a joint or common right or interest in the property there must be: 1.clear intent to form a partnership 2. the existence of a juridical personality different from the individual partners AND 3.the freedom of each party to transfer or assign the whole property DUTERTE vs. RALLOS * an agreement between 2 persons to operate a cockpit, by which one is to contributehis services and the other to provide the

capital, the profits to be divided between them,constitutes a partnership DELUAO vs. CASTEEL * a contract of partnership to exploit a fishpond pending its award to any qualifiedparty or applicant is VALID BUT a contract of

partnership to divide the fishpond aftersuch award is ILLEGAL Notes ofhotjurist in foro conscientiae Page26 of27 * one of the causes of dissolution is any event which make it unlawful for thebusiness of the partnership to be carried on or for

the members to carry it on inpartnership C.I.R. vs. SUTER * a UNIVERSAL PARTNERSHIP requires either that the object of the association be: 1.all the present property of the partners as contributed by them to the common fund OR 2.all that the partners may acquire by their industry or work during the existence of the partnership * the subsequent marriage of the partners could not operate to dissolve thepartnership because it is not one of the causes

provided for dissolution by law withregards to limited partnerships * partnership has distinct and separate personality from that of its partners * a husband and wife may not enter into a contract of general co-partnership/ UNIVERSAL partnership ACOAD vs. MABATO * a partnership may be constituted in any form EXCEPT where immovable property or real rights are contributed thereto, in which case a public instrument shall be necessary * A CONTRACT of PARTNERSHIP is VOID whenever immovable property is contributed thereto, if inventory of said property is not made, signed by the parties and attached to the public instrument EVANGELISTA vs. ABAD SANTOS * an INDUSTRIAL PARTNER cannot engage in BUSINESS FOR HIMSELF, UNLESS the partnership expressly permits him to do so IF HE SHOULD DO SO, the capitalist partners may either: 1.EXCLUDE him from the firm OR 2.AVAIL themselves of the benefits which he may have obtained in violation of this provision with a right to DAMAGES in either case

the prohibition against an industrial partner engaging in business for himself seeks toprevent any conflict of interest between the

industrial partner and the partnership and toensure faithful compliance by said partner with his prostation Notes ofhotjurist in foro conscientiae