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Situation I. Mr. Unod, Bukog, Pakdol and Sabaw agreed to form a partnership on January 15, 2020. Mr. Unod contributed his car to the partnership

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Situation I. Mr. Unod, Bukog, Pakdol and Sabaw agreed to form a partnership on January 15, 2020. Mr. Unod contributed his car to the partnership worth Php 500,000.00, Mr. Bukog contributed his services as a mechanic which is valued at Php 100,000 as agreed by the partners; Mr. Sabaw contributed the use of his building valued at Php 250,000 as agreed by the partners; and Pakdol with cash in the amount of Php 150,000. The actual contribution happened on July 25, 2020. They agreed that their business is "buy and sell" of used cars. The actual operation of the partnership started on August 28, 2020. In addition, the partners agreed that it is prohibited for the partners to go out of the country for the whole duration of the partnership Contravention to such agreement would automatically dissolve the partnership. They further agreed that they would be dividing the gross profit instead of the net profit. The expenses in turn would be divided equally from their share in the gross profit. It is likewise expressly agreed that Mr. Bukog should not be liable for any liability from any person including third persons, resulting from partnership transactions or acts of the partners which would bind the partnership The actual worth of the services of Bukog is valued at Php 80,000, the use of the building of Sabaw is valued Php 300,000 and the contributed car at Php 600,000. Such information is available to the partners from the moment the contract of partnership was executed. They further agreed that the sharing of profits would be equal among the partners; and Bukog, Pakdol and Sabaw would be the managing partners. Such agreements are reflected in the Articles of partnership. Unod is unknown and inactive in partnership affairs that the business reputation of the partnership would not be in any way affected by him. The Partnership operated under a firm name of HUBOG PARTNERSHIP 1. In a partnership meeting, Mr. Bukog brought out a legal question as to whether or not the partnership exists. Mr. Bukog was concerned that a juridical person was not formed due to the stipulation in the articles of partnership that what is to be divided was "gross profit" instead of the "net profit". Mr. Bukog points to Article 1769 paragraph 3 which provides that sharing of gross returns does not establish a partnership. If you are the legal counsel of Hubog Partnership, what would be your answer to Mr. Bukog's inquiry as to whether or not a partnership exists? 2. In the same meeting, Mr. Unod likewise inquired as to the necessity of the "Articles of Partnership" for the existence of Hubog partnership. Mr. Unod would like the partnership to be kept simple. If the articles of partnership is unnecessary, then such document should not be executed. If you are the legal counsel of Hubog Partnership, what would be your answer? 3. The son of Mr. Unod, Baby Tambok asked you, the legal counsel of Hubog partnership as to whether or not a partnership could exist even prior to the actual contribution of capital. Could a partnership actually exist prior to the actual contribution of capital? 4. Pakdol, after 2 years of business operations, demanded that entry of the contributions be revalued to reflect the actual market value of the contributions. Pakdol contends that when the investments or capital was recorded in the books some investments were recorded below or higher that its actual worth Is it within the right of Pakdol to demand such revaluation of contributions? Situation I. Mr. Unod, Bukog, Pakdol and Sabaw agreed to form a partnership on January 15, 2020. Mr. Unod contributed his car to the partnership worth Php 500,000.00, Mr. Bukog contributed his services as a mechanic which is valued at Php 100,000 as agreed by the partners; Mr. Sabaw contributed the use of his building valued at Php 250,000 as agreed by the partners; and Pakdol with cash in the amount of Php 150,000. The actual contribution happened on July 25, 2020. They agreed that their business is "buy and sell" of used cars. The actual operation of the partnership started on August 28, 2020. In addition, the partners agreed that it is prohibited for the partners to go out of the country for the whole duration of the partnership Contravention to such agreement would automatically dissolve the partnership. They further agreed that they would be dividing the gross profit instead of the net profit. The expenses in turn would be divided equally from their share in the gross profit. It is likewise expressly agreed that Mr. Bukog should not be liable for any liability from any person including third persons, resulting from partnership transactions or acts of the partners which would bind the partnership The actual worth of the services of Bukog is valued at Php 80,000, the use of the building of Sabaw is valued Php 300,000 and the contributed car at Php 600,000. Such information is available to the partners from the moment the contract of partnership was executed. They further agreed that the sharing of profits would be equal among the partners; and Bukog, Pakdol and Sabaw would be the managing partners. Such agreements are reflected in the Articles of partnership. Unod is unknown and inactive in partnership affairs that the business reputation of the partnership would not be in any way affected by him. The Partnership operated under a firm name of HUBOG PARTNERSHIP 1. In a partnership meeting, Mr. Bukog brought out a legal question as to whether or not the partnership exists. Mr. Bukog was concerned that a juridical person was not formed due to the stipulation in the articles of partnership that what is to be divided was "gross profit" instead of the "net profit". Mr. Bukog points to Article 1769 paragraph 3 which provides that sharing of gross returns does not establish a partnership. If you are the legal counsel of Hubog Partnership, what would be your answer to Mr. Bukog's inquiry as to whether or not a partnership exists? 2. In the same meeting, Mr. Unod likewise inquired as to the necessity of the "Articles of Partnership" for the existence of Hubog partnership. Mr. Unod would like the partnership to be kept simple. If the articles of partnership is unnecessary, then such document should not be executed. If you are the legal counsel of Hubog Partnership, what would be your answer? 3. The son of Mr. Unod, Baby Tambok asked you, the legal counsel of Hubog partnership as to whether or not a partnership could exist even prior to the actual contribution of capital. Could a partnership actually exist prior to the actual contribution of capital? 4. Pakdol, after 2 years of business operations, demanded that entry of the contributions be revalued to reflect the actual market value of the contributions. Pakdol contends that when the investments or capital was recorded in the books some investments were recorded below or higher that its actual worth Is it within the right of Pakdol to demand such revaluation of contributions

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