Partnership Liquidation New Format
Partnership Liquidation New Format
Realization is the conversion of non-cash assets into cash. This may either result to
a gain or loss to realization and shall be divided in the profit and loss ratio of the
partners. In some cases, a substantial loss on realization may yield for a partner
a capital deficiency, which is the excess of a partner’s share in losses over the
partner’s capital credit balance. This deficiency will certainly affect the partner’s
interest----the sum of his capital and loan accounts----in the partnership.
V. LESSON CONTENT
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The second preference above gives the partner with the loan account the option to exercise
his right of offset. This privilege is the legal right of a partner to apply part or all of his loan
account balance against his capital deficiency resulting from losses in the realization of the
partnership assets.
Methods of Partnership Liquidation
1. Lump-sum method
-under this method, all noncash assets are realized and the related gains or losses
distributed and all liabilities are paid before a single final cash distribution is made to the
partners.
2. Installment method
-under this method, realization of non-cash assets is accomplished over an
extended period of time. When cash is available, creditors may be partially or program of
safe payments or a cash priority program. This process persists until all the non-cash
assets are sold.
Lesson 2: Partnership Liquidation- LUMPSUM METHOD
The procedures below may be followed in lump-sum liquidation:
1. Realization of non-cash assets and distribution of gain or loss on realization among
the partners based on the profit and loss ratio.
2. Payment of liabilities.
3. Elimination of partners’ capital deficiencies. If after the distribution of loss on
realization a partner incurs a capital deficiency (i.e., partner’s share of realization
loss exceeds his capital result), this deficiency must be eliminated by using one of
the following methods, in the order of priority:
a. If the deficient partner has a loan balance, then exercise the right of offset.
b. If the deficient partner is solvent, then he should invest cash to eliminate his
deficiency.
c. If the deficient partner is insolvent, then the o their partners should absorb his
deficiency.
4. Payments to partners, in the order of priority:
a. Loan accounts
b. Capital accounts
Illustration
Princess Malaya, Milo Burgos and Ruco Marasigan are partners in a public relations firm
and share profits and losses in the ratio of 2:1:1, respectively. They decided to liquidate
their business on Dec. 30, 2020. The following is the condensed statement of financial
position prepared prior to liquidation:
Malaya, Burgos and Marasigan
Statement of Financial Position
Dec. 31, 2020
Assets Liabilities and Capital
Cash P 200,000 Liabilities P1, 200,000
Non-cash 3,400,000 Milo Burgos, Loan 50,000
Total assets P3, 600,000 Ruco Marasigan, Loan 80,000
Princess Malaya, Capital 950,000
Milo Burgos, Capital 600,000
Ruco Marasigan, Capital 800,000
Total Liabilities and Capital P3, 600,000
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The above given details are applicable for Cases 1-5. Only two categories for both Assets-
cash and non-cash, and Liabilities-Liabilities and loans are used to avoid excessive details
in our illustrations. To avoid omissions in postings to the statement of liquidation, the
equality of the accounting equation should be verified after every step in the liquidation
process.
Case 1. Loss on Realization Fully Absorbed by Partners’ Capital Balances
Assume that the non-cash assets are sold at P2, 500,000 with a resulting loss on
realization of P900, 000 which was distributed in the ratio 4:4:2. The capital balance of each
partner was sufficient to fully absorb the share in the loss. The payment of cash to
partnership creditors and the final distribution of the remaining cash to the partners
presented no problem. A statement of liquidation will summarize the steps involved in the
liquidation.
The entries pertinent to this case follow:
2. Payment of Liabilities
Liabilities 1,120,000
Cash 1,120,000
Bal. before liquidation 200,000 3,400,000 1,120,000 50,000 80,000 950,000 600,000 800,000
Sale of Non-cash Assets
and Distribution of Losses 2,500,000 (3,400,000) (360,000) (360,000) (180,000)
Balance 2,700,000 -0- 1,120,000 50,000 80,000 590,000 240,000 620,000
Payment of Liabilities (1,120,000) (1,120,000)
Balance 1,580,000 0 50,000 80,000 590,000 240,000 620,000
Payment of Partners (1,580,000) (50,000) (80,000) (590,000) (240,000) (620,000)
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Assume that the non-cash assets are sold at P 1,850,000 with a resulting loss on
realization of P1,550,000 which was distributed in the ratio 4:4:2. The capital balance of
partner Burgos was insufficient to fully absorb his share in the loss and thus, occurred a
capital deficiency of P 20,000. Instead of making an additional investment, he exercises his
right of offset. A portion of his loan to the partnership was applied to his deficient capital.
Outside creditors were paid and a final distribution of the remaining cash to the partners
was made.
ENTRIES:
1. Sale of non-cash assets
Cash 1,850,000
Loss on realization 1,550,000
Non-cash assets 3,400,000
3. Payment of Liabilities
Liabilities 1,120,000
Cash 1,120,000
4. Right of Offset
Milo Burgos, Loan 20,000
Milo Burgos, capital 20,000
Bal. before liquidation 200,000 3,400,000 1,120,000 50,000 80,000 950,000 600,000 800,000
Sale of Non-cash Assets
and Distribution of Losses 1,850,000 (3,400,000) (620,000) (620,000) (310,000)
Balance 2,050,000 -0- 1,120,000 50,000 80,000 330,000 (20,000) 490,000
Payment of Liabilities (1,120,000) (1,120,000)
Balance 930,000 -0- 50,000 80,000 330,000 (20,000) 490,000
Offset of Burgo's loan
against his Deficiency (20,000) 20,000
Balance 930,000 30,000 80,000 330,000 -0- 490,000
Payment of Partners (930,000) (30,000) (80,000) (330,000) (490,000)
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Assume that the non-cash assets are sold at P 1,700,000 with a resulting loss on
realization of P 1,700,000 which was distributed in the ratio 4:4:2. The capital balance of
partner Burgos was again insufficient to fully absorb his share in the loss and, incurred a
capital deficiency of P 80,000. Burgos exercised his right of offset but it was not enough to
cover his losses; he has must to invest additional cash of P30, 000 to fully eliminate his
deficiency.
ENTRIES:
2. Payment of Liabilities
Liabilities 1,120,000
Cash 1,120,000
3. Right of Offses
Milo Burgos, Loan 50,000
Milo Burgos, capital 50,000
4. Additional investment
Cash 30,000
Milo Burgos, capital 30,000
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Case 3. Loss on Realization Resulting to a Capital Deficiency to a Personally Solvent
Partner
Malaya, Burgos and Marasigan
Statement of Liquidation
Dec. 31, 2020
Non-cash Burgos Marasigan Malaya, Burgos Marasigan
Cash Liabilities
Assets Loan Loan Capital Capital Capital
P/L Percentages 40% 40% 20%
Bal. before liquidation 200,000 3,400,000 1,120,000 50,000 80,000 950,000 600,000 800,000
Sale of Non-cash Assets
and Distribution of Losses 1,700,000 (3,400,000) (680,000) (680,000) (340,000)
Balance 1,900,000 -0- 1,120,000 50,000 80,000 270,000 (80,000) 460,000
Payment of Liabilities (1,120,000) (1,120,000)
Balance 780,000 -0- 50,000 80,000 270,000 (80,000) 460,000
Offset of Burgo's loan
against his Deficiency (50,000) 50,000
Balance 780,000 -0- 80,000 270,000 (30,000) 460,000
Add'l Investment of Burgos 30,000 30,000
Balance 810,000 80,000 270,000 -0- 460,000
Payment of Partners (810,000) (80,000) (270,000) (460,000)
Assume the same fact as in case 3 except that Burgos is personally insolvent and is unable
to make additional investment for his remaining deficiency of P30, 000. In this case, the
remaining partner should absorb this deficiency as additional loss to them in the ratio of 2:1.
ENTRIES:
2. Payment of Liabilities
Liabilities 1,120,000
Cash 1,120,000
3. Right of Offset
Milo Burgos, Loan 50,000
Milo Burgos, capital 50,000
Bal. before liquidation 200,000 3,400,000 1,120,000 50,000 80,000 950,000 600,000 800,000
Sale of Non-cash Assets
and Distribution of Losses 1,700,000 (3,400,000) (680,000) (680,000) (340,000)
Balance 1,900,000 -0- 1,120,000 50,000 80,000 270,000 (80,000) 460,000
Payment of Liabilities (1,120,000) (1,120,000)
Balance 780,000 -0- 50,000 80,000 270,000 (80,000) 460,000
Offset of Burgo's loan
against his Deficiency (50,000) 50,000
Balance 780,000 -0- 80,000 270,000 (30,000) 460,000
Defficiency Absorbed by
Solvent Partners (20,000) 30,000 (10,000)
Balance 780,000 80,000 250,000 -0- 450,000
Payment of Partners (780,000) (80,000) (250,000) (450,000)
Assume that the noncash assets were sold at P900, 000. The loss was P2, 500,000 that to
be distributed in the ratio 4:4:2. The cash balance after full realization in the amount of P1,
000,000 was not enough to settle all liabilities to outsiders. Also, the capital balances of
Malaya and Burgos were insufficient to fully absorb their share in the loss and thus,
incurred capital deficiencies of P50, 000 and 400,000 respectively.
Burgos exercised his right of offset but it was not enough to cover his losses; he has no
recourse but to invest additional cash of P350, 000 to fully eliminate his deficiency. Malaya
also invested p50, 000. The balance of P380, 000 is paid to Marasigan for his loan and
capital account balances of P80, 000 and P300, 000 respectively.
ENTRIES:
2. Payment of Liabilities
Liabilities 1,100,000
Cash 1,100,000
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3. Right of Offset
Milo Burgos, Loan 50,000
Milo Burgos, capital 50,000
Bal. before liquidation 200,000 3,400,000 1,120,000 50,000 80,000 950,000 600,000 800,000
Sale of Non-cash Assets
and Distribution of Losses 900,000 (3,400,000) (1,000,000) (1,000,000) (500,000)
Balance 1,100,000 -0- 1,120,000 50,000 80,000 (50,000) (400,000) 300,000
Payment of Liabilities (1,100,000) (1,100,000)
Balance 0 20,000 50,000 80,000 (50,000) (400,000) 300,000
Right of Offset by Burgos (50,000) 50,000
Balances 0 20,000 -0- 80,000 (50,000) (350,000) 300,000
Add'l Investment of
Defficient Partners 400,000 50,000 350,000
Balances 400,000 20,000 80,000 -0- -0- 300,000
Full Payment of Liabilioties (20,000) (20,000)
Balance 380,000 -0- 80,000 300,000
Payment of Partners (380,000) (80,000) (300,000)
Nanette Virtudazo, Narciso Gabayan and Felipe Opiso are partners who have P/L ratio of
4:3:2 respectively. They agreed to liquidate on Nov. 1, 2020. The partnership and partners
Gabayan and Opiso are currently unable to meet their financial obligations. The partnership
condensed balance sheet and the personal status of the partners are as follows:
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The non cash assets are sold for P335, 000, resulting a loss of P270, 000. The cash
generation from the realization of all non cash assets is inadequate for the full payment of
the liabilities. The partnership is insolvent and will depend on its solvent partners for relief.
After the distribution of loss on realization, Gabayan is deficient by P30, 000. He cannot
make additional investment since her is personally insolvent. The two other partners absorb
the deficiency, even if Virtudazo has his own deficiency. This is possible because Virtudazo
is personally solvent. For Opiso, he is made to share in the loss due to insolvency of
Gabayan though he is already personally insolvent because in the Partnership his capital
balance is still a positive P20, 000.
In the meantime, an additional investment of P40, 000 is necessary from the solvent
Virtudazo to be used to pay the remaining liabilities and the P 10, 000 balances in Opiso’s
capital account. The P10, 000 that Opiso receive can now be used to pay off his personal
creditors. Virtudazo and Opiso can later claim from Gabayan his supposed additional
investment due to capital deficiency after he has satisfied his personal liabilities. This is if
Gabayan will become solvent in the future.
ENTRIES:
Under this method, realization of non-cash assets is accomplished over an extended period
of time. It is the process f selling some assets, paying the creditors, paying the remaining
cash to the partners, realizing additional assets and making additional payments to
partners. The liquidation will continue until all the non-cash assets have been realized and
all available cash distributed to partnership creditors and partners.
Illustration: The balance sheet for Fely Ardina, Christine Resultay and Christine Gamba,
partners sharing profits in the ratio of 4:3:3 respectively, showed the following balances on
April 30, 2020, just before liquidation:
Ardina, Resultay and Gamba
Statement of Financial Position
April 30, 2020
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Non-cash Assets 1,250,000 Christine Gamba, Loan
30,000
Total Assets P1, 565,000 Fely Ardina, Capital
600,000
Christine Resultay, Capital
350,000
Christine Gamba, Capital
150,000
Total Liabilities and Capital
P1, 565,000
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In May, parts of the assets are sold at book value, P300, 000. In June, the remaining assets are
sold for P210, 000. Assume that available cash is distributed to the proper parties at the end of
May and at the end of June. Assume further that partners are solvent and that any partner who
is deficient made appropriate payment to the partnership on July 31.
Schedule A:
Schedule B:
It can be observed that the total partners’ interests are continuously restricted for possible
losses. A partner’s restricted interest represents the portions of a partner’s interest which
should remain available to absorb possible future losses. Restricted interests are provided for
assumed non-sale of remaining non-cash assets and for assumed insolvency of deficient
partners. When all of these restricted interests are satisfied, the resulting balances will be
referred to as free interests which are simply the amounts to be paid to the partners. This
payment should first be applied to loan then to capital in accordance with the rules on the order
of preference in liquidation. The entries related to Figure 5-7 follow:
1. Sale of non-cash assets
Cash 300,000
Non-cash Assets 300,000
2. Payment of Liabilities
Liabilities 435,000
Cash 435,000
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Cash 180,000
Cash
Non-cash Liabilities Gamba, Ardina, Resultay, Gamba,
Assets Loan Capital Capital Capital
Balances before Liquidation P315,000 P1,250,000 P435,000 P30, 000 P600,000 P350,000 P150,000
May – sale of non-cash Assets1300,000 (300,000)_______________________________________________
Balances P615,000 P950,000 P435,000 P30, 000 P600,000 P350,000 P150,000
May –Payment of Liabilities2 (435,000) (435,000) ____________________________________
Balances P180, 000 P950,000 -0- P30, 000 P600,000 P350,000 P150,000
May – Installment to partners3
(Schedule A) (180,000) (160,000) (20,000)__________
Balances P-0- P950,000 P30,000 P440,000 P330,000 P150,000
June – Sale of non-cash assets
And distribution of losses4 210,000 (950,000) (296,000) (222,000) (222,000)
Balances P210,000 -0- P30,000 P144,000 P108,000 (72,000)
Right of Offset by Gamba5 (30,000) 30,000
Balances P210,000 -0- P144,000 P108,000 P(42,000)
June installment to partners6
(Schedule B) (210,000) (120,000) (90,000)_________
Balances -0- P24,000 P18,000 P(42,000)
July- investment7 42,000 42,000
Balances P42,000 P24,000 P18,000
July- instalment8 (42,000) (24,000) (18,000)
The use of safe payment schedules in support of the illustration in Case 7 is a reliable method
of computing the amount of safe payments to partners for it prevents excessive payments to
any partner. However, the approach is inefficient if numerous installment distributions are to be
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made to partners. Let’s take the illustration in the previous section. The partnership made two
payments and for each, a schedule of safe payments is made. The procedure of preparing safe
payment schedule will go on as long as there is cash to be distributed and until the capital
balances are aligned with the P/L ratio.
Illustration: Marlbert Del Rosario, Emerita Modesto and Doris Marie Pateno divide profits 60%,
25% and 15% respectively. A balance sheet on June 30, 2020, just before partnership
liquidation, showed the following balances:
Certain assets are sold in July at book value of P500,000 and available cash is distributed to
appropriate parties. Remaining assets are sold in August for P150, 000 and cash is distributed
in final settlement.
Loss Absorption Balances represent the maximum loss that the partners can absorb without
reducing their equity below zero. The partner with the biggest capital exposure or loss
absorption balance should be prioritized in a cash distribution. A partner with a relatively low
loss absorption balance can be wiped out by a material realization loss.
Looking at cash priority program, Modesto has the lowest loss absorption balance and this
means that she is most vulnerable or susceptible to losses. Assume that a loss on realization
amounted to P400, 000, Modesto’s capital balance will become zero because her share in the
loss will be P100, 000 (P400, 000 x 25%) which is equivalent to her capital interest. Del Rosario
will be prioritized in a cash distribution because of his higher loss absorption balance brought
about by a larger capital interest and a higher profit and loss sharing ratio. This is being done to
be fair with her since she has the biggest capital exposure.
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2. Payment of Liabilities
Liabilities 350, 000
Cash 350, 000
Computation:
Del Rosario Pateno Total
Priority I: To Del Rosario P150, 000 P150, 000
Priority II: 60:15 ratio
Del Rosario: P50, 000 x 60/75 40, 000
Pateno: P50, 000 x 15/75 P10, 000 50,000
P190, 000 P10, 000 P200, 000
The initial balance of P50, 000 and this is increased by the P500, 000 proceeds from the sale of
non-cash assets. The balance after settlement of liabilities of P350, 000 is P200, 000. This
amount is now available for distribution. Based on the cash priority program on the previous
page, Del Rosario should be given P150, 000 being the first priority. The total allocation in
priority II is P75, 000. For the month, only P50, 000 is available after the P150, 000 allocations
to Del Rosario.
When cash is insufficient to fully satisfy the cash requirements in a particular priority, then the
available cash will be distributed in the ratio of the supposed allocation in that priority. In this
case, the P50, 000 will be allocated in the ratio of the supposed allocation in priority II – P60,
000 and P15, 000 for a total of P75, 000. The ratio is 60/75 for Del Rosario and 15/75 for
Pateno. The ratio only considered the two partners since they are the only ones included in
priority II. Meanwhile, the balance of P25, 000 in priority II will be allocated next month.
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Computation:
Del Rosario Modesto Pateno Total
Priority II: Balance of P25, 000 P25, 000
Del Rosario: P25, 000 x 60/75 P20, 000
Pateno: P25, 000 x 15/75 P 5, 000
Priority III: To all partners in the
ratio of 60:25:15 125, 000
Del Rosario: P125, 000 x 60% 75, 000
Modesto: P125, 000 x 25% 31, 250
Pateno: P125, 000 x 15% 18, 750 ____
P 95, 000 P31, 250 P23, 750 P150, 000
Last month, the balance in priority II is P25, 000. This will be satisfied since there is sufficient
cash for distribution this month. After satisfaction of the first two priorities, any excess cash will
be distributed in the profit and loss ratio of the partners since there is no more priority to satisfy
other than the last priority.
Balances before Liquidation P450, 000 P100, 000 P75, 000 P625, 000
July- Sale of Non-cash Assets,
No gain or loss ______________________________________________
Balances P450, 000 P100, 000 P75, 000 P625, 000
July- Payment to Partners (190, 000) (10, 000) (200, 000)
Balances P260, 000 P100, 000 P65, 000 P425, 000
June- Sale of Non-cash Assets
And distribution of losses (165, 000) (68, 750) (41, 250) (275,000)
Balances P95, 000 P31, 250 P18,750 P125, 000
August- Payments to Partners,
Balance of Priority II (20, 000) (5, 000) (25, 000)
st
Balance after 1 two priorities P75, 000 P31, 250 P13, 750 P100, 000
Required:
Prepare a statement of partnership liquidation and the entries to record the following:
1. Sale of all non-cash assets.
2. Distribution of gain on realization to the partners.
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3. Payment of liabilities.
4. Distribution of cash to the partners.
Soria and Paras are partners sharing profits and losses equally. They decided to terminate the
business. Prior to realization, their capital balances are P150,000 and P70,000, respectively.
After all non-cash assets are sold and all liabilities are paid, there is a cash balance of
P160,000.
Required:
1. What is the amount of loss or gain on realization?
2. How should the loss or gain be divided between the partners?
3. How much cash should be distributed to each partner?
The capital and loan balances for partners Bee, Lee and Ong are shown below. They share
profits and losses in the ratio of 4:4:2, respectively.
Required:
1. Prepare a cash Priority Program.
2. Assume that P250,000 cash is available for initial distribution, prepare the entries to
record the distribution to the partners.
VII. References:
Ballada, Win. Ballada Susan, (2016). Partnership and Corporation Accounting (Made
Easy). Sampaloc, Manila: Domadane Publishers
Lopez, JR., R., (2015). Learning the Basic of ACCOUNTING. Davao City, Philippines:
MS LOPEZ Printing & Publishing
Millan, Z., (2020). Financial Accounting and Reportin (Fundamentals), 2019 Edition.
Baguio City: Bandolin Exterprise
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“In accordance with Section 185, Fair Use of Copyrighted Work of Republic Act 8293, the copyrighted works included in this material may be
reproduced for educational purposes only and not for commercial distribution,”
NVSU-FR-ICD-05-00 (081220) Page 18 of 16