Primary Registration for Foreign - Owned Partnership

SEC articles of partnership for foreign - owned partnership

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ARTICLES OF PARTNERSHIP

OF
_________________________________________________________
(Partnership Name)

KNOW ALL MEN BY THESE PRESENTS:
That we, the undersigned partners, all of legal age, residents and citizens of the
Philippines, have on this day voluntarily associated ourselves together for the purpose of
forming a limited partnership under the following terms and conditions and subject to existing
and applicable laws of the Republic of the Philippines:
AND WE HEREBY CERTIFY:
ARTICLE I. Partnership Name: That

the

name

of

this

partnership

shall

be
and shall transact business under the said company name.
ARTICLE II. Business Purpose:
formed is/are:

That the purpose/s for which this partnership is

ARTICLE III. Principal Place of Business: That the principal place of business of this
partnership shall be located at
(complete address)

ARTICLE IV. Term of Existence: That this partnership shall have a term of
_________ years from and after the original recording of its Articles of Partnership by the
Securities and Exchange Commission.

Articles of Partnership

ARTICLE V. Partners’ Circumstances: That the names, nationalities and complete
residence addresses of the partners are as follows:
Name

Nationality

Complete Residence Address

Kind of Partner

ARTICLE VI. Capital Contributions: That the capital of this Partnership shall be the
amount of ____________ (P_________), Philippine Currency, contributed in cash by the
partners, as follows:
Name

Amount Contributed

That no transfer of interest which will reduce the ownership of Filipino citizens to less
than the required percentage of capital as provided by existing laws shall be allowed or
permitted to be recorded in the proper books of the partnership.
ARTICLE VII. Sharing Ratios: That the profits and losses of this partnership shall be
divided and distributed proportionately on the ratio of the capital contribution of each
partner.(Limited partner shall be liable for losses only to the extent of his/her contribution.)
ARTICLE VIII. Management: That this partnership shall be under __________, as
General Manager, who shall be in charge of the management of the affairs of the company.
He shall have the power to use the partnership name and in otherwise performing such acts as
are necessary and expedient in the management of the firm and to carry out its lawful
purposes.(Only the General Partner can be the General Manager.)
ARTICLE IX. Undertaking to Change Name: That the partners undertake to change
the name of this partnership, as herein provided or as amended thereafter, immediately upon
receipt of notice or directive from the Securities and Exchange Commission that another
corporation, partnership or person has acquired a prior right to the use of that name or that the
name has been declared as misleading, deceptive, confusingly similar to a registered name, or
contrary to public morals, good customs or public policy.

Articles of Partnership

IN WITNESS WHEREOF, we have hereunto affixed our signatures this ____ day of
______, 20___, at ________.

______________________
(name of partner)
TIN

_______________________
( name of partner)
TIN

______________________
(name of partner)
TIN

_______________________
( name of partner)
TIN

(Names and Signatures of the partners and TIN)

SUBSCRIBED AND SWORN TO before me in______________,Philippines on
______________, affiants personally appeared before me and exhibited their competent
evidence of identity indicated after their respective names, as follows:

Name

TIN/ID/Passport No.

Date & Place Issued

NOTARY PUBLIC

Doc. No.
Page No.
Book No.
Series of 20

______;
______;
______;
______.