Choose the letter of the correct answer and explain. Thank you!

1. Without the written consent or ratification by all the limited partners, a general partner or all the general partners, have no authority to perform any of the following acts, except to:

A. Admit a person as a general partner

B. Continue the business with partnership property on the death, retirement, insanity, civil interdiction or insolvency of a general partner.

C. Admit a person as a limited partner.

D. Continue the business with partnership property on the death, retirement, insanity, civil interdiction or insolvency of a limited partner.

2. Book Enterprises, Ltd. Is a partnership engaged in the book store business, with L, I, B, R, O as partners. L is the only limited partner contributing P200,000. I contributed her services by managing the firm, while B, R, O contributed P50,000, P100,000 and P150,000, respectively. The partners have a stipulation that O shall not be liable for obligations of the partnership because of the goodwill she brought to the business. Who among the partners may creditors go against for their separate property after the partnership assets have been exhausted?

A. All of the partners

B. B and R only

C. I, B, and R only.

D. All of the partners, except L.

3. Any external thing over which the rights of possession, use, and enjoyment are exercised.

a. Money

b. Property

c. Industry

d. None of the above

4. The latin phrase "delectus personae" means

a. Choice of the person

b. Choice of the people

c. Choice of the public

d. None of the above

5. The birth and life of a partnership at will is predicted on the mutual desire and consent of the partners.

a. Partnership at will

b. Partnership for a particular undertaking

d. Partnership for a fixed term

d. None of the above

6. An entity created by law and given certain legal rights and duties of a human being, real or imaginary, who for the purpose of legal reasoning is treated more or less as a human being.

a. Natural person

b. Juridical person

c. Normal person

d. None of the above

7. Where a partnership not duly organized has been recognized as such in its dealings with certain persons.

a. Ordinary partnership

b. De jure partnership

c. De facto partnership

d. Partnership by estoppel

8. The following are the effects of unlawful partnership, except:

a. The contract is voidable from the very beginning.

b. The profits shall be confiscated in favor of the government.

c. The instruments or tools and proceeds of the crime shall be forfeited in favor of the government.

d. The contributions of the partners shall not be confiscated.

9. Without the written consent or ratification by all the limited partners, a general partner or all the general partners, have no authority to perform any of the following acts, except to:

A. Admit a person as a general partner

B. Continue the business with partnership property on the death, retirement, insanity, civil interdiction or insolvency of a general partner.

C. Admit a person as a limited partner.

D. Continue the business with partnership property on the death, retirement, insanity, civil interdiction or insolvency of a limited partner.

10. When two or more persons bind themselves to contribute money, property, or industry to a common fund, with the intention of dividing the profits among themselves.

a. Corporation

b. Partnership

c. Sole proprietorship

d. Cooperative

11. A group of men pursuing a learned art as a common calling in the spirit of public service.

a. Business

b. Service

c. Profession

d. Artists

12. The following are requisites of partnership, except:

a. There must be a valid contract;

b. There must be a contribution of money, property, and industry to a common fund;

c. The partnership must be organized for gain or profit; and

d. The partnership should have a lawful object or purpose, and must be established for the common benefit or interest of the partners.

13. There are two tests to determine the existence of a partnership: I. First test: Determine whether or not there is an agreement to contribute money, property or industry to a common fund. II. Second test: Determine whether or not there is an intent of the contracting parties to divide the profits among themselves.

a. Only I is true.

b. Only II is true.

c. Both are true.

d. Both are false.

14. G, L and M are partners in Sunrise Motor Trading Co., Ltd. With G as general , L as limited partner, and M as general-limited partner. The firm is engaged in the trading of used cars. M bought on credit in behalf of the partnership a certain car for P200,000 from T. Which statement is not true.

A. The partnership is bound because M as a general-limited partner can perform acts of administration.

B. If the partnership has assets of only P140,000, T can go after such assets, and proceed against G and M at P30,000 each for the balance of P60,000.

C. After their payment to T, M can go after G to recover the amount of P30,000 that he paid because among the three partners.

D. M is a special kind of limited partner who can be held liable even for his separate properties.

15. Triple G Company, Ltd. Is composed of G1, G2 and G3 as general partners, and L as limited partner. The firm owes C, a third person, P60,000, and L, P30,000. Which is not a true statement?

A. If the firm owns a certain lot, L cannot receive or hold such lot by way of mortgage, to secure his claim against the partnership.

B. If the firm owns a certain lot, L can receive or hold such lot by way of mortgage, to secure his claim against the partnership.

C. If the firm has assets of P70,000. L cannot receive any payment for his claim of P30,000 either from the firm or from any of the three general partners because the firm's remaining assets would only be P40,000, which amount is not sufficient to pay the firm's debt to C in the amount of P60,000.

D. If the firm owes C P60,000 and has assets of P70,000 including a receivable from L in the amount of P30,000, L cannot obtain a release from his liability to the prejudice of C since the firm's remaining assets would only be P40,000.

16. It is one where persons, by words spoken or written or by conduct, represents themselves, or consents to another representing them to anyone, as partners in an existing partnership or with one or more persons not actual partners.

a. Partnership by estoppel

b. Partnership by prescription

c. Closed partnership

d. Partnership sole

17. It is one which has not complied with all the legal requirements for its creation.

a. De facto partnership

b. De jure partnership

c. Real partnership

d. Ordinary partnership

18. I. Q was an accountant in a partnership, with a yearly salary amounting to 10% of the net profits for the year. Thus, he is a partner in the said partnership. II. The receipt by a person of a share of the profits of a business is conclusive evidence that he is a partner in the business.

a. Only I is true

b. Only II is true

c. Both are true

d. Both are false

19. May contribute money, property or industry to a common fund.

a. Limited partner

b. General partner

c. Both limited and general partner

d. Both limited and industrial partner

20. The following are disqualified to form a universal partnership, except one:

a. Brother and sister

b. Husband and wife

c. Those guilty of adultery or concubinage.

d. Those guilty of the same offense, if the partnership is entered into in consideration of the same.

21. X and Y verbally entered into a partnership with each of them contributing P2,000 each and some personal properties in the amount of P500 each. The partnership contract is:

a. Unenforceable because the amount involved exceeds P500.00.

b. Void because it is not a public instrument.

c. Valid

d. Void, because it is not registered with the SEC.

22. The following are instances, except one, when a partnership is unlawful. Which is the exception?

a. A partnership formed for the purpose of selling illegal drugs.

b. A partnership formed for the purpose of buying lands.

c. A partnership formed to create illegal gambling.

d. A partnership formed for selling smuggled cars.

23. X and Y orally agreed to form a partnership. Each contributed cash worth P15,000 to common fund. But they did not register the partnership with the Securities and Exchange Commission.

a. The partnership is void.

b. The partnership is voidable.

c. The partnership is still valid.

d. The partnership is valid and unenforceable

24. The partners contribute all the property which actually belongs to them to a common fund, with the intention of dividing the same among themselves, as well as all the profits which they may acquire therewith.

a. Universal partnership of all profits.

b. Universal partnership of all present property.

c. Particular partnership

c. None of the above.

25. It comprises all the partners may acquire by their industry or work during the existence of the partnership.

a. Universal partnership of all profits.

b. Universal partnership of all present property.

c. Particular partnership

d. None of the above.

26. A particular partnership has for its object determinate things, their use of fruits, or specific undertaking, or the exercise of a profession or vocation.

a. Universal partnership of all profits.

b. Universal partnership of all present property.

c. Particular partnership

d. None of the above.