Explanation of Article 530
The article clarifies the first obligation among the general obligations of the partners, which is the requirement for each partner to provide their share in the company's capital. The first paragraph explains the general obligation to provide shares, stating that the shares do not need to be equal; they may be equal or unequal. The paragraph does not mention the types of shares, as this depends on the nature of each partnership contract. A financial company requires financial shares, a mudarabah requires financial shares and work, and a participation in the output requires financial shares, work, assets, or benefits. The article states that the determination of shares is according to what is stipulated in the contract, as the default is that the determination of shares is based on the agreement of the contracting parties. This obligation to provide shares is subject to the provisions of the obligation stipulated in this system, so the general rules in the first section regarding this obligation apply in terms of the necessity of fulfilling it, the manner of fulfillment, and the time and place where fulfillment occurs. If the time for fulfilling the obligation is not specified in the company contract or another agreement, the partner must fulfill it for the first time, and the provisions of the obligation to fulfill apply. If the obligation is to pay a sum of money, the partner is required to pay it immediately unless agreed otherwise. If the shares are assets, the partner must deliver them to the company at the agreed place and time. If the place and time of delivery are not specified in the contract, the partner must deliver them at the place and time of the contract's conclusion.
The second paragraph explains the penalty for not providing the shares. If a partner does not provide their share in the company's capital, they are responsible for compensating for the damages resulting from this. For example, if a partner's share is a sum of money, but they do not pay it at the agreed time, this results in the disruption of the company's operations and incurring losses, and the partner is required to compensate for those losses. If a partner's share is work, but they do not perform it, this results in the disruption of the company's operations and incurring losses, and the partner is required to compensate for those losses. The partner is also required to compensate if their share is an asset, but they do not deliver it at the agreed time, resulting in the disruption of the company's operations and incurring losses, and the partner is required to compensate for those losses.
The third paragraph explains the rule of the partner guaranteeing their share in the capital. If a partner's share is a debt owed by another, they guarantee this debt; meaning that if the debtor does not pay the debt at its due date, the partner is responsible for paying this debt and is required to compensate for the damages resulting from this. This rule is consistent with the general rules of guarantee in assignment, where the assignor guarantees the solvency of the debtor at the time of the assignment's conclusion and does not guarantee their solvency afterward unless agreed otherwise. However, in a company contract, the partner guarantees the debtor's solvency absolutely, meaning they guarantee their solvency both presently and in the future. This rule is not of public order, so the partner may agree with the other partners not to guarantee except for the existence of the right assigned or only guarantee the debtor's present solvency without the future.
Related To
Article 530
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The contribution of a partner, or part thereof, may not be in the form of influence, reputation, or creditworthiness.
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If a partner’s contribution is not in the form of cash, the value of his contribution shall be determined based on its value at the time of concluding the contract or on the basis of valid assessment criteria agreed upon by the partners.
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If a partner's contribution is in the form of a debt owed by a third party, the partner’s obligation to provide such contribution may not be extinguished unless such debt is collected and delivered to the partners.