Book1 Division07 Title22 Chapter02 Part02

DRAFT: CIVIL AND COMMERCIAL CODE FOR KINGDOM OF SIAM.

• Its detailed information and images of the original sources are available on the Centennial Website.
• The detailed information about the genealogical relations between the Draft 1919, Codes of 1923, Codes of 1925, and Code of 1992 is available at the "French Advisers' Heritage".

BOOK ON OBLIGATIONS.

DIVISION VII. SPECIFIC CONTRACTS.

TITLE XXII. Partnerships and Companies.

Section 1142.

• [I] Each partner must bring a contribution to the partnership.
• [II] Such contribution may consist of money or other properties or of services.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1026

Section 1143.

• In case of doubt, contributions are presumed to be of equal value.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1027

Section 1144.

• If the contribution of the partner consists merely of his personal services and the contract of partnership does not fix the value of such services, the share of such partner in the profits is equivalent to the average of the shares of the partners whose contributions are in money or other properties.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1028

Section 1145.

• If a partner brings as contribution the use of a property, the relations between such partner and the partnership with regard to:
• delivery and repair,
• liability for defects,
• liability for eviction,
• clause of non-liability,
• are governed by the provisions of this Code concerning Hire of property.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1029

Section 1146.

• If the contribution of a partner consists of the ownership of a property, the relations between such partner and the partnership with regard to:
• delivery and repair,
• liability for defects,
• liability for eviction,
• clause of non-liability,
• are governed by the provisions of this Code concerning Sale.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1030

Section 1147.

• [I] If a partner fails to deliver his contribution, he may be excluded from the partnership by a decision of all the other partners, or of such majority as provided in the contract.
• [II] If the excluded partner had delivered part of his contribution, such part or its value must be returned to him.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1031

Section 1148.

• No change in the original contract of partnership or in the nature of the business can be made except by the consent of all the partners, unless there be an agreement to the contrary.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1032

Section 1149.

• [I] If nothing has been agreed between the partners as to the management of the business of the partnership, such business may be managed by each of the partners, provided that no partner can enter into a contract to which another partner objects.
• [II] In such case, every partner is a managing partner.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1033

Section 1150.

• If it is agreed that matters relating to the business of the partnership shall be decided by a majority of partners, each partner shall have one vote, irrespective of the amount of his contribution.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1034

Section 1151.

• If it is agreed that the business of the partnership shall be managed by several managing partners, such business may be managed by each of the managing partners, provided that no managing partner can do anything to which another managing partner objects.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1035

Section 1152.

• Managing partners can be removed from their position only by the consent of all the other partners, unless there be an agreement to the contrary.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1036

Section 1153.

• Even if the partners have agreed that the business of the partnership shall be managed by one or more managing partners, every non-managing partner has the right to enquire at any time into the management of the business and to inspect and copy any of the partnership books and documents.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1037

Section 1154.

• No partner can either on his own account or on account of another person carry on, without the consent of the other partners, any business of the same nature as and competing with that of the partnership.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1038

Section 1155.

• If a partner acts contrary to the provisions of Section 1154, the other partners are entitled to claim from him all the profits which he has made or compensation for the injury which the partnership has suffered thereby, but their right is extinguished by prescription one year after date of contravention.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1038

Section 1156.

• A partner is bound to manage the business of the partnership with as much care as he would take of his own business.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1039

Section 1157.

• No person may be introduced as a partner in the partnership without the consent of all the partners, unless there be an agreement to the contrary.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1040

Section 1158.

• If a partner, without the consent of the other partners, transfers to a third person the whole or part of his share in the profits of the partnership, such third person does not become a partner.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1041

Section 1159.

• The relations of the managing partners with the other partners are governed by the provisions of this Code concerning Agency.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1042

Section 1160.

• If a non-managing partner manages the business of the partnership or a managing partner acts beyond the scope of his authority, the provisions of this Code concerning the relations between spontaneous agent and principal shall apply.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1043

Section 1161.

• The share of each partner in the profits or losses is in proportion to his contribution.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1044

Section 1162.

• If the share of a partner is fixed only as to profits or only as to losses the proportion is presumed to be the same for profits and losses.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1045

Section 1163.

• No partner is entitled to remuneration for having managed the business of the partnership, unless there be an agreement to the contrary.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1046

Section 1164.

• If the name of a partner whose membership has ceased is used in the firm name, he is entitled to demand that such use shall cease.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1047

Section 1165.

• A partner can claim from the other partners a share even in a transaction where his own name did not appear.

《Genealogies》

1. Draft of April 1924: -
2. Code of January 1925: 1048