2.2 - Lecture Notes - Partnership Formation
2.2 - Lecture Notes - Partnership Formation
Teaser Questions:
1. What are ways for forming a partnership?
2. How do we record the investments in the partnership?
3. How should we account partners’ investments?
PARTNERSHIP FORMATION
Partnerships are required to be registered with the Securities and Exchange Commission
(SEC). Registration is done by filing the Articles of Partnership with the SEC.
The Articles of Partnership define the obligations, responsibilities and roles of each partner and
how the profits and losses will be shared and states who the general and limited partners are. It sets
forth all the terms and conditions mutually agreed by the partners thereto.
Though legally a partnership may be formed orally, it is always advisable that a written contract or
agreement is entered into by the partners so that misunderstandings between and among them as
to the nature and terms of the contract may be reduced to a minimum.
Basic Requirements
Additional requirements
1. Endorsement/clearance from other government agencies, if applicable
2. For partnership with foreign national as partner
Note: For limited partnership, the word “Limited” or “Ltd” should form part of the partnership
name.
Accounting for Partnership Formation
What about for Partnership? What are the movements in equity accounts?
Here in partnership accounting, on a per partner basis, movements in the equity accounts are
almost similar except those profits and losses are distributed and shared among and with the
partners in adherence to the partnership agreement.
A B C Total
Beginning Capital 1/1/2020 325,000 250,000 300,000 875,000
Additional Investments - 10,000 20,000 30,000
Profit for the year 47,600 19,200 33,200 100,000
Drawings (50,000) (50,000) (50,000) (150,000)
Ending Capital 12/31/2020 322,600 229,200 303,200 855,000
There are two ways on how to form a partnership:
1. Starting a new business (two or more partners form a partnership for the first time)
2. Sole proprietorship business converted into partnership:
a. An existing sole proprietorship business and a person without existing business
b. Two or more existing sole proprietorship businesses combine their resources
CASE #1. Starting a new business (two or more partners form a partnership for the first time)
Account DR CR
Cash 400,000
Lodi, Capital 300,000
Idol, Capital 100,000
To record the cash investment of the partners.
Account DR CR
Cash 400,000
Office Equipment 17,500
Land 250,000
Lodi, Capital 317,500
Idol, Capital 310,000
Mortgage Payable 40,000
To record the investments of the partners.
Noncash assets are recorded at agreed value and liabilities should be assumed by the partnership.
It means that the partnership will pay for the remaining balance in the bank. If the mortgage
liability will not be absorbed by the partnership, then this will be paid personally by the investing
partner.
Lodi Idol
Cash 300,000 100,000
Office Equipment @ agreed value 17,500
Land @ agreed value 250,000
Mortgage Payable (40,000)
Capital Contribution 317,500 310,000
Accounting Equation: Assets minus Liabilities equals Equity
The memorandum entry to record the contribution of Igop as an industrial partner would be as
follows: Igop was admitted into the partnership as an industrial partner with a one-third share in the
profits.
On December 1, of the current year, Lodi and Idol formed a partnership with cash contributions of
P300,000 and P100,000 respectively. They agreed to have equal capital in the partnership. Prepare
journal entries.
Account DR CR
Cash 400,000
Lodi, Capital 200,000
Idol, Capital 200,000
To record the investments of the partners.
Since the partners agreed to have equal capital, this is a BONUS APPROACH wherein the
difference in capital contribution and capital share is treated as bonus from one partner to another
partner. In this case, bonus is given by Lodi to Idol for the intangible advantage that Idol would
bring into the partnership.
How to Answer questions in exam for Partnership Formation?
Bonnie is to contribute 150,000 cash and equipment with a fair value of 350,000. The partners
agreed that only the building mortgage will be assumed by the partnership.
Required:
1. How much is the total capital balance of Keating after the formation?
2. How much is the total assets of the partnership?
3. How much is the total equity of the partnership?
4. Assuming that partners agreed to have 60% interest for Keating and 40%interest for
Bonnie in the total capital. What is the impact of the bonus? Who received the bonus?
Answers:
Keating Bonnie PARTNERSHIP
Cash 150,000 150,000
Building 255,000 255,000
Equipment 156,000 350,000 506,000
Land 525,000 525,000
Mortgage payable - building (50,000) (50,000)
Capital contributions 886,000 500,000 1,386,000
Notes:
• Keating: Only Mortgage on building is being assumed by the partnership. The mortgage
on equipment will be paid personally by Keating.
• The profit or loss agreement is ignored as this will be considered if the partnership has
operated.
1. How much is the total capital balance of Keating after the formation? Answer: P886,000
PARTNERSHIP
Cash 150,000
Building 255,000
Equipment 506,000
Land 525,000
Total Assets 1,436,000
3. How much is the total equity of the partnership? Total Equity is equal to the total capital
contributions of partners. Answer: P1,386,000
4. Assuming that partners agreed to have 60% interest for Keating and 40%interest for
Bonnie in the total capital. What is the impact of the bonus? Who received the bonus?
Keating Bonnie
Total Equity 1,386,000 1,386,000
Agreed Capital rate 60% 40%
Agreed Capital 831,600 554,400
The partnership may either (1) use the books of the sole proprietor or (2) open new set of books.
However, it is a common practice that new set of books are opened for any new business
undertaking.
On January 1, 2020, Malana, Espiritu, and Reyes decided to form a partnership. Reyes is a sole
proprietor with the following Statement of Financial Position elements.
Cash P 395,000
Accounts Receivable 100,000
Office Supplies 5,000
Building (net) 500,000
Furniture 45,000
Accounts Payable 25,000
Notes Payable 120,000
Utilities Payable 30,000
Malana will contribute cash of P450,000 and Espiritu will contribute equipment that will help the
business in their operations, with a fair market value of P295,000 and an agreed value of P360,000.
They agreed to open new set of books.
Step 1: Adjust the individual or sole proprietorship book to its agreed value (Revalue assets)
Step 2: Close the book of existing Sole Proprietorship (if agreed to open new set of books)
In this case, sole proprietorship should not exist anymore since partnership is now being formed.
The books in the SP should be closed if agreed to open new set of books. Note that adjusted value
should be used in closing the SP books.
Reyes’ Sole Proprietorship book:
Accounts DR CR
Allowance for doubtful accounts 3,500
Accumulated depreciation - Building 10,000
Accounts Payable 25,000
Notes Payable 120,000
Utilities Payable 30,000
Accrued Salaries 4,000
Reyes, Capital 861,500
Cash 395,000
Accounts Receivable 100,000
Office Supplies 4,000
Building 500,000
Furniture 45,000
Prepaid Rent 10,000
To close the books of Reyes in Sole proprietorship
Account DR CR
Cash 450,000
Malana, Capital 450,000
To record the investment in Malana.
Account DR CR
Equipment 360,000
Espiritu, Capital 360,000
To record the investment in Espiritu.
Required:
1. How much is the capital balances of each partner?
2. How much cash should Keating invest in the partnership to arrive at 60% interest?
3. Record the investment of the partners in the partnership books.
Solutions:
Accounts Keating Bonnie
Assets Book Value Agreed Value Book Value Agreed Value
Cash 31,000 ? 50,000 50,000
Accounts receivable 26,000 26,000 20,000 20,000
Inventory 32,000 31,000 24,000 22,000
Office supplies 5,000 5,000 1,500
Equipment 20,000 11,000 24,000 21,000
Accumulated Depreciation- Equipment (9,000) (3,000)
Allowance for doubtful accounts (2,000) (1,000)
Prepaid Rent 7,000 4,500
Liabilities
Accounts Payable 28,000 28,000 20,000 20,000
Accrued Salaries 4,000 5,000
2. How much cash should Keating invest in the partnership to arrive at 60% interest?
Accounts Keating
Assets Book Value Agreed Value
Cash 31,000 ?
Accounts receivable 26,000 26,000
Inventory 32,000 31,000
Office supplies 5,000
Equipment 20,000 11,000
Accumulated Depreciation- Equipment (9,000)
Allowance for doubtful accounts (2,000)
Prepaid Rent 7,000
Liabilities
Accounts Payable 28,000 28,000
Accrued Salaries 4,000
Basic accounting Equation is total Assets equals to total Liabilities and Equity
Total Equity of Keating is P139,500 plus Total liabilities of P32,000 (28,000 + 4,000) = Total
Assets is P171,500
Total assets are composed of Non-cash assets and Cash. If the total non-cash assets is
78,000 then Cash to be invested by Keating is P93,500.
3. Record the investment of the partners in the partnership books.
In Recording the investment, note that the agreed value must be entered into the partnership
books. Note that the partnership should account “Allowance for Doubtful Accounts” since these
accounts can still be collected by the current business while Accumulated Depreciation are not
assumed by the partnership because the depreciation pertains to the asset's value that has been
used up by previous business. The partnership establishes and records the equipment at its
current fair market value and then begins depreciating the equipment over its useful life to the
partnership.
Accounts DR CR
Cash 93,500
Accounts receivable 26,000
Inventory 31,000
Office supplies 5,000
Equipment 11,000
Prepaid Rent 7,000
Allowance for Doubtful Accounts 2,000
Accounts Payable 28,000
Accrued Salaries 4,000
Keating, Capital 139,500
To record Keating's investment
Accounts DR CR
Cash 50,000
Accounts receivable 20,000
Inventory 22,000
Office supplies 1,500
Equipment 21,000
Prepaid Rent 4,500
Allowance for Doubtful Accounts 1,000
Accounts Payable 20,000
Accrued Salaries 5,000
Bonnie, Capital 93,000
To record Bonnie's investment
____MJ ESPIRITU____