Partnership
Partnership
Partnership
Learning Objectives
1 Discuss and account for the formation of a partnership.
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LEARNING Discuss and account for the formation of a
1
OBJECTIVE partnership.
Type of Business:
Small retail, service, or manufacturing companies.
Accountants, lawyers, and doctors.
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Characteristics of Partnerships
ASSOCIATION OF INDIVIDUALS
Legal entity.
Accounting entity.
Net income not taxed as a separate entity.
MUTUAL AGENCY
Act of any partner is binding on all other partners, so long
as the act appears to be appropriate for the partnership.
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Characteristics of Partnerships
LIMITED LIFE
Dissolution occurs whenever a partner withdraws or a
new partner is admitted.
Dissolution does not mean the business ends.
UNLIMITED LIABILITY
Each partner is personally and individually liable for all
partnership liabilities.
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Characteristics of Partnerships
CO-OWNERSHIP OF PROPERTY
Each partner has a claim on total assets.
This claim does not attach to specific assets.
All net income or net loss is shared equally by the
partners, unless otherwise stated in the partnership
agreement.
12-5 LO 1
Characteristics of Partnerships
Question
All of the following are characteristics of partnerships
except:
a. co-ownership of property.
b. mutual agency.
c. limited life.
d. limited liability.
12-6 LO 1
Organizations with Partnerships
Characteristics
12-7 LO 1
Organizations with Partnerships
Characteristics
Regular Partnership
12-8 LO 1
Organizations with Partnerships
Characteristics
Major Advantages “Ltd.,” or
Limited partners have “LP”
limited personal liability
for business debts as long
Major Disadvantages
as they do not participate General partners
in management. personally liable for
business debts.
General partners can
raise cash without More expensive to create
involving outside than regular partnership.
investors in management Suitable for companies
of business. that invest in real estate.
12-9 LO 1
Organizations with Partnerships
Characteristics
Major Advantages
“LLP”
Mostly of interest to
partners in old-line
professions such as law,
Major Disadvantages
medicine, and Partners remain
accounting. personally liable for many
types of obligations owed
Owners (partners) are not
to business creditors,
personally liable for the
lenders, and landlords.
malpractice of other
partners. Often limited to a short list
of professions.
12-10 LO 1
Organizations with Partnerships
Characteristics
Major Advantages
“LLC”
Owners have limited
personal liability for
business debts even if
Major Disadvantages
they participate in More expensive to create
management. than regular partnership.
12-11 LO 1
Partnership Form of Organization
Question
Under which of the following business organization forms
do limited partners have little, if any, active role in the
management of the business?
b. Limited partnership.
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Accounting Across the Organization
Limited Liability Companies Gain in Popularity
The proprietorship form of business organization is still the
most popular, followed by the corporate form. But whenever a
group of individuals wants to form a partnership, the limited
liability company is usually the popular choice. One other form
of business organization is a subchapter S corporation. A
subchapter S corporation has many of the characteristics of a
partnership—especially taxation as a partnership—but it is losing
its popularity. The reason: It involves more paperwork and
expense than a limited liability company, which in most cases
offers similar advantages.
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Advantages and Disadvantages of
Partnerships
Illustration 12-2
Advantages
• Combining skills and resources of two or more individuals
• Ease of formation
• Freedom from governmental regulations and restrictions
• Ease of decision-making
Disadvantages
• Mutual agency
• Limited life
• Unlimited liability
12-14 LO 1
Partnership Agreement
12-15 LO 1
Accounting Across the Organization
Dividing Up the Pie
What should you do when you and your business partner disagree to the
point where you are no longer on speaking terms? Given how heated
business situations can get, this is not an unusual occurrence.
Unfortunately, in many instances the partners do everything they can to
undermine each other, eventually destroying the business. In some cases,
people even steal from the partnership because they either feel that they
“deserve it” or they assume that the other partners are stealing from them. It
would be much better to follow the example of Jennifer Appel and her
partner. They found that after opening a successful bakery and writing a
cookbook, they couldn’t agree on how the business should be run. The
other partner bought out Ms. Appel’s share of the business. Ms. Appel went
on to start her own style of bakery, which she ultimately franchised.
Source: Paulette Thomas, “As Partnership Sours, Parting Is Sweet,” Wall Street
Journal, (July 6, 2004), p. A20.
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Accounting for a Partnership Formation
Illustration 12-3
Book and fair values
of assets invested
12-17 LO 1
Accounting for a Partnership Formation
Cash 8,000
Equipment 4,000
A. Rolfe, Capital 12,000
Cash 9,000
Accounts Receivable 4,000
Allowance for Doubtful Accounts 1,000
T. Shea, Capital 12,000
12-18 LO 1
Accounting for a Partnership Formation
Question
When a partner invests noncash assets in a partnership, the
assets should be recorded at their:
a. book value.
b. carrying value.
d. original cost.
12-19 LO 1
DO IT! 1 Partnership Organization
CLOSING ENTRIES:
Close all Revenue and Expense accounts to Income
Summary.
INCOME RATIOS
Partnership agreement should specify the basis for sharing
net income or net loss. Typical income ratios:
Fixed ratio.
Ratio based on capital balances.
Salaries to partners and remainder on a fixed ratio.
Interest on partners’ capital balances and the remainder
on a fixed ratio.
Salaries to partners, interest on partners’ capital, and the
remainder on a fixed ratio.
12-22 LO 2
Dividing Net Income or Net Loss
Question
Which of the following statements is correct?
a. Salaries to partners and interest on partners' capital are
expenses of the partnership.
b. Salaries to partners are an expense of the partnership
but not interest on partners' capital.
c. Interest on partners' capital are expenses of the
partnership but not salaries to partners.
d. Neither salaries to partners nor interest on partners'
capital are expenses of the partnership.
12-23 LO 2
Dividing Net Income or Net Loss
12-24 LO 2
Dividing Net Income or Net Loss
Illustration 12-5
12-25 LO 2
Dividing Net Income or Net Loss
Dec. 31
12-26 LO 2
Dividing Net Income or Net Loss
Illustration 12-6
Division of net income—
income deficiency
12-27 LO 2
Partnership Financial Statements
Illustration 12-7
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Partnership Financial Statements
Illustration 12-8
Owners’ equity section of a
partnership balance sheet
The balance sheet for a partnership is the same as
for a proprietorship except for the owner’s equity
section.
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DO IT! 2 Division of Net Income
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DO IT! 2 Division of Net Income
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LEARNING Explain how to account for the liquidation of
3
OBJECTIVE a partnership.
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Partnership Liquidation No Capital
Deficiency
Illustration 12-9
Account balances prior to
liquidation
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Partnership Liquidation No Capital
Deficiency
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Partnership Liquidation No Capital
Deficiency
Cash 75,000
Accumulated Depreciation 8,000
Accounts Receivable 15,000
Inventory 18,000
Equipment 35,000
Gain on Realization 15,000
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Partnership Liquidation No Capital
Deficiency
12-36 LO 3
Partnership Liquidation No Capital
Deficiency
12-37 LO 3
Partnership Liquidation No Capital
Deficiency
Illustration 12-10
Ledger balances before
distribution of cash
12-38 LO 3
Partnership Liquidation No Capital
Deficiency
Illustration 12-11
Schedule of cash payments,
no capital deficiency
12-39 LO 3
Partnership Liquidation
Question
The first step in the liquidation of a partnership is to:
12-40 LO 3
Partnership Liquidation
Question
If a partner with a capital deficiency is unable to pay the
amount owed to the partnership, the deficiency is
allocated to the partners with credit balances:
a. equally.
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DO IT! 3 No Capital Deficiency
The partners of Grafton Company have decided to liquidate their business.
Noncash assets were sold for $115,000. The income ratios of the partners
Kale D., Croix D., and Marais K. are 2:3:3, respectively. Complete the
following schedule of cash payments for Grafton Company.
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Partnership Liquidation Capital
Deficiency
Illustration 12-9
Account balances prior to
liquidation
12-43 LO 3
Partnership Liquidation Capital
Deficiency
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Partnership Liquidation Capital
Deficiency
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Partnership Liquidation Capital
Deficiency
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Partnership Liquidation Capital
Deficiency
Payment of Deficiency
R. Arnet P. Carey W. Eaton
Cash Capital Capital Capital
Balances before liquidation $ 16,000 $ (6,000) $ (11,800) $ 1,800
Eaton payment 1,800 (1,800)
Balance $ 17,800 $ (6,000) $ (11,800) $ -
Cash 1,800
W. Eaton, Capital 1,800
12-47 LO 3
Partnership Liquidation Capital
Deficiency
Nonpayment of Deficiency
R. Arnet P. Carey W. Eaton
Cash Capital Capital Capital
Balances before liquidation $ 16,000 $ (6,000) $ (11,800) $ 1,800
Allocation of deficiency 1,080 720 (1,800)
Balance $ 16,000 $ (4,920) $ (11,080) $ -
Admission of a Partner
Results in the legal dissolution of the existing partnership
and the beginning of a new one.
12-49 LO 4
Purchase of a Partner’s Interest
Illustration: L. Carson agrees to pay $10,000 each to C. Ames and
D. Barker for 33 1/3% of their interest in the Ames-Barker
partnership. At the time of admission of Carson, each partner has
a $30,000 capital balance. Both partners, therefore, give up
$10,000 of their capital equity. The entry to record the admission
of Carson is:
12-50 LO 4
Investment of Assets in a Partnership
Illustration: Assume that L. Carson agrees to invest $30,000 in
cash in the Ames-barker partnership for a 33 1/3% capital interest.
At the time of admission of Carson, each partner has a $30,000
capital balance. The entry to record the admission of Carson is:
Cash 30,000
L. Carson, Capital 30,000
Illustration 12A-2
12-51 LO 4
Admission of a Partner
Illustration 12A-3
Comparison of purchase of
an interest and admission by
investment
12-52 LO 4
Investment of Assets in a Partnership
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BONUS TO OLD PARTNERS APPENDIX
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BONUS TO OLD PARTNERS
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BONUS TO OLD PARTNERS
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BONUS TO OLD PARTNERS
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BONUS TO OLD PARTNERS
Cash 80,000
Sam Bart, Capital 18,000
Tom Cohen, Capital 12,000
Lea Eden, Capital 50,000
12-58 LO 4
Investment of Assets in a Partnership
12-59 LO 4
BONUS TO NEW PARTNER
12-60 LO 4
BONUS TO NEW PARTNER
1. Total capital of Bart–Cohen partnership $ 120,000
Investment by new partner, Eden 20,000
Total capital of new partnership $ 140,000
2. Eden’s capital credit (25% x $140,000) $ 35,000
3. Bonus to Eden ($35,000 - $20,000) $ 15,000
4. Allocation of bonus to old partners:
Bart ($15,000 x 60%) $ 9,000
Cohen ($15,000 x 40%) 6,000 $ 15,000
Cash 20,000
Sam Bart, Capital 9,000
Tom Cohen, Capital 6,000
Lea Eden, Capital 35,000
12-61 LO 4
Withdrawal of a Partner
12-62 LO 4
Payment from Partners’ Personal Assets
Note, net assets and total capital remain the same at $50,000. The $16,000 paid
to Odom by the remaining partners isn’t recorded by the partnership.
12-63 LO 4
Payment from Partners’ Personal Assets
APPENDIX
12-64 LO 4
Payment from Partnership Assets APPENDIX
3. The remaining partners are eager to remove the partner from the
firm.
12-65 LO 4
Payment from Partnership Assets APPENDIX
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Payment from Partnership Assets APPENDIX
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Payment from Partnership Assets APPENDIX
Illustration: Assume that the partnership pays Terk only $16,000 for
her $20,000 equity when she withdraws from the partnership. In that
case:
1. The bonus to remaining partners is $4,000 ($20,000 - $16,000).
2. The allocation of the $4,000 bonus is Roman $2,400 ($4,000 x
3/5) and Sand $1,600 ($4,000 x 2/5).
The entry to record the withdrawal is as follows.
12-68 LO 4
Death of a Partner APPENDIX
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