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Partnership

By mutual agreement

Corporation
By a law creating the corporation

Number of incorporators

At least two or more

Commencement of
juridical personality

Execution of contract of
partnership

Date of issuance of certificate of


incorporation by the Securities
and exchange commission (SEC)

Powers

Any powers authorized by the


partners
provided it is not contrary to law,
morals, customs, public order, or
public
policy

Exercise powers expressly


granted by law or impaired from
those granted or incidental to its
existence

Every partner is an agent of the


partnership

Vested in the board of directors or


trustees

Management
Effect of
mismanagement

Right of succession

A partner can sue a


co-partner

None; dissolution if a partner dies

Liability to 3rd persons

Liable personally and subsidiary

Transferability of interest

Requires consent of all the


partners
(delectus personarum)-right to
select
their partners
Depends on the agreement by
partners

Duration
Firms name

Dissolution

In a limited partnership, there


must be
Ltd. added

At least five

Suit against a member of


the
board of directors/trustees must
be in the name of the
corporation
Heirs may succeed rights of the
stockholder

Stockholders are liable only to


the
extent of the shares subscribed
by
them
Does not require prior consent of
the other
stockholders
A corporation must not exceed
50
years
Any name provided it is not the
same to any
registered firm
name

May be dissolved any time

Can only be dissolved w/


the
consent of the state

Governing Law
Ex

Civil Code

Corporation Code