Section 1059.- If at the expiration of the period agreed upon, the business of the partnership is continued by the partners or by such of them as habitually managed it during the said period, without any settlement or liquidation of accounts, the partners are deemed to have agreed to continue the partnership for an indefinite period of time.

 

Section 1060.- In any case under Section 1055, sub-section (4) or (5), if the subsisting partners buy the share of the partner whose membership has ceased, the contract of partnership continues between the subsisting partners.

 

Section 1061.- After the dissolution of a partnership the liquidation shall take place, unless some other method or adjustment of property between the partners has been agreed upon or unless the partnership is adjudicated bankrupt.

If the dissolution is brought about by notice given by a creditor of one of the partners or by the bankruptcy of one of the partners, the liquidation can only be dispensed with by the consent of the creditor or of the official receiver.

Liquidation shall be carried on by all the partners or by persons appointed by them.

The appointment of liquidators is decided by a majority of votes of the partners.

 

Section 1062.- The liquidation must be made in the following order :

                  (1) Performance of the obligation incurred towards third persons ;

                  (2) Reimbursement of advances made and expenses incurred by the partners in managing the business of the partnership ;

                  (3) Return of the contributions made by each partner.

The balance, if any, must be distributed as profit between the partners.

 

Section 1063.- If, after the performance of the obligations incurred towards third persons and reimbursement of advances and expenses, the assets are insufficient to return the whole of the contributions to the partners, the deficiency constitutes a loss and must be divided as such.

PART V

REGISTRATION OF ORDINARY PARTNERSHIPS

Section 1064.- An ordinary partnership may be registered.

                  The entry in the register must contain the following particulars :

                  (1) The firm name of the partnership ;

                  (2) Its object ;

                  (3) The address of the principal business office and of all branch offices ;

                  (4) The full names, addresses and occupations of every partner ; if a partner has a trade name, the entry in the register must contain his name and his trade name ;

                  (5) The names of the managing partners, in case fewer than all of the partners have been appointed as such ;

                  (6)  The restrictions, if any, imposed upon the powers of the managing partners ;

                  (7) The seal or seals which are binding on the partnership.

The entry must be signed by every member of the partnership, and must also be sealed with the common seal of the partnership.

A certificate of registration shall be delivered to the partnership.