Section 1071.- In case of provided by Section 1070, if the partner proves :

                  (1) That the assets of the partnership are sufficient to perform the whole or part of the obligation, and

                  (2) That enforcement against the partnership would not be difficult.

                  The Court may, in its discretion, order that the obligation be enforced first against the assets of the partnership.

 

Section 1072.- As long as a registered partnership is not dissolved the creditors of a partner may exercise their rights only on the profits or other sums due by the partnership to such partner. After dissolution they may exercise their rights on the share of such partner in the assets of the partnership.

 

PART VI

AMALGAMATION OF REGISTERED PARTNERSHIPS

 

Section 1073.- A registered partnership may amalgamate with another registered partnership with the consent of all the partners, unless there be an agreement providing otherwise.

 

Section 1074.- When a registered partnership has decided to amalgamate, the partnership must publish twice at least in a local paper and send to all creditors known to the partnership a notice of the proposed amalgamation requiring the creditors to present within three months from the date of notice any objection they may have to it.

If no objection is raised during such period, none is deemed to exist.

If an objection is raised, the partnership may not proceed with the amalgamation unless it has satisfied the claim or given a security for it.

 

Section 1075.- When the amalgamation has been made it shall be the duty of each of the partnership to cause the amalgamation to be registered as a new partnership.

 

Section 1076.- The new partnership is entitled to the rights and subject to the liabilities of the amalgamated partnerships.

 

CHAPTER III

LIMITED PARTNERSHIPS

 

Section 1077.- A limited partnership is that kind of partnership in which there are :

                  (1) One or more partners whose liability is limited to such amount as they may respectively undertake to contribute to the partnership, and

                  (2) One or more partners who are jointly and unlimitedly liable for all the obligations of the partnership.