1.
PROPERTY RIGHTS OF A
PARTNER
ARTICLES 1810-1814

2.
ARTICLE 1810
The property rights of a partner are:
 (1) His rights in specific partnership property;
 (2) His interest in the partnership; and
 (3) His right to participate in the management

3.
Extent of property rights of a partner
1. PRINCIPAL RIGHTS- The property rights of a partner
enumerated under the law are as follows:
(1) His rights in specific partnership property; (Art. 1811)
(2) His interest in the partnership; (Art. 1812) and
(3) His right to participate in the management (Art. 1803)

4.
2. RELATED RIGHTS- A partner has other rights which are
related to principal rights, namely:
a. the right to reimbursement for amounts advanced to the
partnership and to indemification for risks in consequence of
management.
b. the right of access and inspection of partnership.
c. the right to true and full information of all things affecting the
partnership.
d. the right to a formal account of partnership affairs under certain
circumstances
e. the right to have the partnership dissolved also under certain
conditions.

5.
PARTNERSHIP PROPERTY and PARTNERSHIP CAPITAL
DISTINCTIONS:
1. Changes in value – Partnership property is variVARIABLE. Its value
may vary from day to day with changes in the market value of
the partnership assets, while partnership capital is CONSTANT.
2. Assets included - Partnership property includes all the property
subsequently acquired on account of the partnership or with the
partnership funds.

6.
OWNERSHIP OF CERTAIN PROPERTY
1. Property used by the partnership-
A partner may contribute to the partnership only the use or
enjoyment of property reserving the ownership thereof; or he may
allow the partnership to use his separate property without having it
become part of the partnership property.
2. Property acquired by a partner with partnership funds-
Unless a contrary intention appears, property acquired by a partner
in his own name with the partnership funds is presumed to be
partnership property.

7.
3. Property carried in partnership books as partnership asset-
This fact create a very strong inference that is partnership property.
The inference is stronger if the record scary as a partnership liability
an unpaid balance on the property.
4. Other factors tending to indicate property ownership-
The fact that the income generated by the property is received by
the partnership or the taxes thereon are paid by the partnership is
evidence that the partnership is the owner. But the sole fact that the
partnership funds were later used to repair or maintain property
purchased with funds of an individual partner is not sufficient as
basis to show that the property now belongs to the partnership.

8.
ARTICLE 1811
A partner is co-owner with his partners of specific partnership property.
The incidents of this co-ownership are such that:
 (1) A partner, subject to the provisions of this Title and to any agreement
between the partners, has an equal right with his partners to possess specific
partnership property for partnership purposes; but he has no right to possess
such property for any other purpose without the consent of his partners;

9.
(2) A partner's right in specific partnership property is not assignable except in
connection with the assignment of rights of all the partners in the same
property;
(3) A partner's right in specific partnership property is not subject to attachment
or execution, except on a claim against the partnership. When partnership
property is attached for a partnership debt the partners, or any of them, or the
representatives of a deceased partner, cannot claim any right under the
homestead or exemption laws;
(4) A partner's right in specific partnership property is not subject to legal
support under article 291.

10.
Limitations:
(1)Not Exclusive – One partner is not entitled to the
exclusive possession or control of the firm assets; the
excluded partner or partners may ask for a formal
account from the excluding partner and/or to petition for
a decree of dissolution
(2) For partnership purposes only – partner has no
right to possess property for any other purpose without
the consent of his partners. If he does, he is accountable
for the value of such and the profits he may have derived
therefrom.

11.
(3) Subject to agreement and provisions of Code
• By agreement, exclusive possession and control of
partnership property may be vested in one partner
• By express provision of the Code:
a. None of the partners may, without the consent of the
others, make any important alteration in the immovable
property of the partnership even if such alteration may
be useful to the partnership

12.
b. The partner who has been appointed manager in the
article s of partnership may execute all acts of
administration despite opposition of his partners, unless
he should act in bad faith
c. If any of the partners should oppose the acts of the
other partners, the decision of the majority shall prevail,
or in case of a tie, the decision of those owning the
controlling interests
d. Certain acts enumerated in Art. 1818 (e.g. assignment
of partnership property in trust, disposal of the good-will
of the business, etc.) must be authorized by all the
partners.

13.
Nature of partner's right in specific partner property
1. Equal right of possession of the property for partnership purposes.
2. Assignment of rights to the property
3. Attachment or execution
4. Legal support
5. Partner’s interest is not a debt due from partnership.

14.
ARTICLE 1812
A partner's interest in the partnership is
his share of the profits and surplus.

15.
Nature of partners interest in the partnership
1. Share of the profits and surplus
The partners interest in the partnership consists of his
proportionate share in the profits during the life of the
partnership as a going concern and you share in the
surplus after its dissolution.
This interest is assignable by the partner in the absence
of any agreement to the contrary, being personal
property:

16.
a. Profit means the excess of returns over expenditure in
a transaction or series of transactions; or the net
income of the partnership or given period of time.
b. Surplus refers to the assets of the partnership after
partnership debts and liabilities are paid and settled
and the rights of the partners among themselves are
adjusted.

17.
2. Extent of the partners interest
Nothing is to be considered as the share of a partner but
his proportion of the residue or balance after an account
has been taken of the debts and credits, including the
amount paid by the several partners and liquidating firm
debts or in making advances to the partnership, and until
that occurs, it is impossible to determine the extent of his
interest. This interest in the surplus alone is available for
the satisfaction of the separate debts of the partners.

18.
ARTICLE 1813
A conveyance by a partner of his whole interest in the partnership does not of
itself dissolve the partnership, or, as against the other partners in the absence of
agreement, entitle the assignee, during the continuance of the partnership, to
interfere in the management or administration of the partnership business or
affairs, or to require any information or account of partnership transactions, or
to inspect the partnership books; but it merely entitles the assignee to receive in
accordance with his contract the profits to which the assigning partner would
otherwise be entitled. However, in case of fraud in the management of the
partnership, the assignee may avail himself of the usual remedies.

19.
In case of a dissolution of the partnership, the
assignee is entitled to receive his assignor's interest
and may require an account from the date only of
the last account agreed to by all the partners.

20.
Effect of assignment of partner's whole interest in
partnership
1. Rights with held from assignee - However such
aAssignment does not grant the assigned me the right:
a. to interfere in the management
b. To require any information or account; or
c. To inspect any of the partnership books.

21.
2. Status and rights of assignor and partnership
unaffected -
The legal effect of such conveyance is the same as that of
a partner associating another in his name or interest.
Partnership is a relation in which delectus personae or
mutual agency is an important element. No one can
become a partner without the consent of the other
partners. The assignment does not divest the assignor of
his status and rights as a partner nor operate as a
dissolution of the partnership

22.
3. To receive the assignor’s interest in case of the solution
and
4. To require an account of partnership affairs but only in
the case the partnership is dissolved and such account
shall cover the period from the date only of the last
account agreed to buy all the partners.

23.
Dissolution of the partnership
1. Dissolution not intended - The mere assignment of a
partner's interest does not dissolve the partnership. Many
partnership agreements are made merely as a security
for loans, the assigning partner never intending to
destroy the partnership relation.

24.
2. Dissolution intended - A partner's conveyance of his
interest in the partnership operates as a dissolution of the
partnership only when it is clear that the parties
contemplated and intended the entire withdrawal from
the partnership of such partner in the termination of the
partnership as between the partners.

25.
ARTICLE 1814
Without prejudice to the preferred rights of partnership creditors under
article 1827, on due application to a competent court by any judgment
creditor of a partner, the court which entered the judgment, or any other
court, may charge the interest of the debtor partner with payment of the
unsatisfied amount of such judgment debt with interest thereon; and may
then or later appoint a receiver of his share of the profits, and of any other
money due or to fall due to him in respect of the partnership, and make all
other orders, directions, accounts and inquiries which the debtor partner
might have made, or which the circumstances of the case may require.

26.
The interest charged may be redeemed at any time before
foreclosure, or in case of a sale being directed by the court, may be
purchased without thereby causing a dissolution:
 (1) With separate property, by any one or more of the partners; or
 (2) With partnership property, by any one or more of the partners
with the consent of all the partners whose interests are not so
charged or sold.

27.
Nothing in this Title shall be held to deprive a partner of his right, if
any, under the exemption laws, as regards his interest in the
partnership.

28.
Remedies of separate judgment creditor of a partner
Application for a charge in order after securing judgment
on this credit. A separate creditor of a partner cannot
attach or levy upon specific partnership property for the
satisfaction of his credit.

29.
You can however secure a judgment on his credit and
then apply to the court for a charging order subjecting
the interest of a debtor-partner in the partnership with
the payment of the unsatisfied amount of such judgment
with interest thereon

30.
2. Preferred rights of partnership creditors-
The above remedies given the partner's creditor are
without prejudice to the preferred rights of a partnership
creditors under article 1827. It means that the claims of
partnership creditors must be satisfied first before the
separate creditors of the partners can be paid out of the
interest charged.

31.
3. Availability of other remedies -
In providing for the charger order above described,
article 1814 seems to have made this an exclusive remedy
so that a writ of execution will not be proper. The court
may resort to other courses of action provided in article
1814 if the judgment debt remains unsatisfied
notwithstanding the issuance of the charging order.

32.
Redemption or purchase of interest charged
1. Redemptioner- The interest of the debtor-partner so
charged may be redeemed with the separate property of
anyone or more of the partners, are with partnership
property but with the consent of all the partners whose
interests are not so charged or sold.

33.
2. Redemption price
In an ordinary sale the price of the thing sold
theoretically represents its market or actual value. This is
not true in a foreclosure sale where mere inadequacy of
the price obtained at the sheriff's sale is not material
because the mortgagor is given the right to redeem. By
the same token valley of the partners interest in the
partnership has no bearing on the redemption price
which is likely to be lower since it will be dependent on
the amount of the unsatisfied judgment debt.

34.
3. Right of redeeming non-debtor-partner
For this reason the redeeming non-debtor-partner, it is
believed, does not acquire absolute ownership over the
debtor-partner's interest but hold it in trust for him
consistent with the principles of fiduciary relationship.

35.
Right of partner on the exemption laws
Under article 1811 a partner cannot claim any right under
the homestead loss or exemption lost one specific
partnership property is a task for partnership debt.
With respect, however, the partner's interest in the
partnership as distinguished from his interest in specific
partnership property, the partner may avail himself of the
exemption laws after partnership debts have been paid.
A partner's interest or share in a partnership is really his
property.