Philippine Bar review · Question

Practice question: Obligations of Partners to Third Persons

Multiple Choice Hard

Practice question

A partnership contract was validly made in the firm's name and account by an authorized partner. The firm cannot pay after its assets are exhausted. An industrial partner relies only on an internal rule exempting industrial partners from partnership losses. Which analysis is sound?
  1. The internal exemption conclusively destroys the creditor's rights.
  2. Industrial partners have no duties under any circumstance.
  3. Article 1816 expressly includes industrial partners in the stated external contractual liability, distinct from internal loss allocation.
  4. The creditor must become an industrial partner first.
  5. Only the partner who personally delivered the invoice can be liable.

Legal references

  • Civil Code, Articles1786–1811 and1816–1824: https://lawphil.net/statutes/repacts/ra1949/ra_386_1949.html

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