ARTICLES OF PARTNERSHIP
OF
LINGAW HOLDINGS PARTNERSHIP
OF
LINGAW HOLDINGS PARTNERSHIP
KNOW ALL MEN BY THESE PRESENTS:
These Articles of Partnership, made and executed by and among;
Ruben Licera, Jr., Filipino, residing at No. 53 General Maxilom, Cebu City;
Jebei C. Marigomen, Filipino, residing at No. 64B Junquera Street, Cebu City;
Giancarlo Q. Reserva, Filipino, residing at No. 53 Lower Tugbungan, Consolacion, Cebu;
Garry Tan, Filipio, residing at 1372 East Capitol Hills, Cebu City;
Rael Jude B. Camoro, Filipino, residing at 315 Tubod, Toledo City;
Iren V. Sangre, Filipino, residing at Juana Osmeña Extension, Cebu City;
Mae Florence Basera, Filipino, residing at P. del Rosario Extension, Cebu City;
Jose Judelio Villacorta, Jr., Filipino, residing at 168 Middle Nivel Hills, Apas, Cebu City;
Jan Dave Escano, Filipino, residing at B. Rodriguez Extension, Cebu City;
Armil Velos, Filipino, residing at Lawaan 3, Talisay City, Cebu;
Ivan Shieldon Llesol,Filipino, residing at Bulacao, Pardo, Cebu City;
all of legal age, witnesseth:
1. That they have formed a partnership among themselves under the name and style of LINGAW HOLDINGS Parnership;
2. That the purposes for which said partnership is formed are:
A. To jointly raised funds, savings, investments, capital and contributions put up in a monetary form, bank check or negotiable instrument. The amount raised thereof shall be accounted in the name of the partnership and the same shall be disbursed only upon the express approval, in accordance with the rules, guidelines and procedures which the partnership may set, by the majority of the partners;
B. To commit and contribute a common fund or capital by entering into a business contract with any institution, establishment, firm, or corporation, and even to a private individual, who has a general business interest the same as of the partnership. But all business contract entered into by the partnership must first secure the express approval of the majority of the partners;
C. To allocate a percentage of the partnership's savings fund for the sole purpose of subsidizing or providing a counterpart to the capital investment of a brethren of the church who wanted to start a business. However, no subsidy or counterpart shall be made by the partnership sans a contractual agreement between the partnership and the brethren, and the approval of the majority of the partners;
D. To establish a foundation in the name of the partnership, for educational, social and religious undertaking or concern, provisional as the partnership's savings can afford, to the amount which the partners may decide, which shall be ratified by the partners among themselves on a special meetings;
E. To acquire real property in the name of the partnership, which shall be use or utilize in common among partners, for the furtherance of its operation. Property acquired by the partnership shall not be transfer, assign, convey or sold to a third person, except upon the express approval of the majority of partners;
F. To accept offers from any private individual, firm, institution, establishment, or corporation, whether public or private, who is willing to contribute money, property or industry, subject to the express approval of the majority of the partners;
G. To accept gifts, rewards, donations or any other gratuitous contributions from a private individual, firm, establishment, agency, or corporation, whether public or private, who assign, grant, convey, bequeath or transfer such gratuitous contributions to the partnership, without any prior consideration thereto;
H. The purposes stipulated herein is subject for further amendments, and shall be amended only upon the written approval of all the partners on a special meeting, as the partners may set;
3. That the partners' obligation shall be as follows:
A. Every partner is a debtor of the partnership for whatever he may have promised to contribute thereto;
B. In case of an imminent loss of the business of the partnership, the partners may decide to contribute an additional share to the capital, to save the venture;
C. If a partner authorized to manage collects a demandable sum, which was owed to him in his own name, from a person who owed the partnership another sum also demandable, the sum thus collected shall be applied to the two credits in proportion to their amounts, even though he may have given a receipt for his own credit only;
D. Every partner is responsible to the partnership for damages suffered by it through his fault, and he cannot compensate them the profits and benefits which he may have earned for the partnership by his industry;
E. In case of breach or grave abuse of herein stipulation committed by any of the partner, the managing partners may decide to oust the offender partner from the partnership, with further notice signed by the managing partners, and he shall be accorded the amount of his original share or contribution;
4. That the principal office of the partnership shall be located at General Maxilom Avenue, Cebu City;
5. That it is hereby stipulated that partners Ruben Licera, Jr., Armil Velos, Ivan Shieldon Llesol, Rael Jude B. Camoro, shall be the partner to whom the management of the firm and the use of its signature shall be entrusted, and they shall exercise such powers necessary to attain the purposes of this partnership, including the power to draw drafts, bills of exchange and other negotiable instruments and accept the same for and in the name of the firm; to deposit money in banks and with the counter-signature of the Treasurer, withdraw the same for purposes of the partnership;
6. That the term of existence of this partnership shall be one year and after the execution of these articles. However it may still continue subject to the provision of paragraph 9 thereof;
7. That the capital of the partnership shall be contributed by the partners, as follows, to wit:
Ruben Licera, Jr.--------------------------Php 1,000.00
(name of the partner)
Jebei C. Marigomen-----------------------Php 1,000.00
(name of the partner)
Giancarlo Q. Reserva----------------------Php 1,000.00
(name of the partner)
Gary Tan----------------------------------------Php 1,000.00
(name of the partner)
Rael Jude B. Camoro-----------------------Php 1,000.00
(name of the partner)
Iren V. Sangre----------------------------------Php 1,000.00
(name of the partner)
Mae Florence Basera------------------------Php 1,000.00
(name of the partner)
Jose Judelio Villacorta, Jr. -----------------Php 1,000.00
(name of the partner)
Jan Dave Escano ------------------------------Php 1,000.00
(name of the partner)
Ivan Shieldon Llesol --------------------------------------Php 1,000.00
(name of the partner)
Armil Velos --------------------------------------Php 1,000.00
(name of the partner)
8. The profits shall be divided in proportion to the amount a partner has contributed . As to the value or amount of a partner's contribution, it should not less than the minimum amount or value fixed by the majority of the partners;
9. That, if during the term of the partnership, any of the partners shall withdraw his membership, the partnership shall continue among the remaining partners, unless one among the latter expressly requests for its dissolution, which shall be decided and declared among themselves.
IN WITNESS WHEREOF, the partners hereto have hereunto set their hands, this 8th day of September, 2008, in Cebu City, Philippines.
Ruben Licera, Jr.
Jebei C. Marigomen
Giancarlo Q. Reserva
Garry Tan
Rael Jude B. Camoro
Iren V. Sangre
Mae Florence Basera
Jose Judelio Villacorta, Jr.
Jan Dave Escano
Ivan Shieldon Llesol
Armil Velos
(Signature of Partners)
______________________
______________________
(witness)