Chap 13 BUL
A limited partner may not withdraw from a partnership before
the agreed-upon termination time occurs
A limited partner may not withdraw from a partnership before:
the agreed-upon termination time occurs
True or false: A partnership may not sell ownership rights through the public markets.
true
Which of the following is a correct statement regarding general partner liability under general partnership law?
A partner's personal assets are subject to partnership debt.
Which of the following is typically filed with the secretary of state's office when forming a limited partnership?
Certificate of limited partnership
Which of the following does not require any formal documents to be filed with the government in order to legally exist?
General partnership
Which of the following have most states adopted to provide default provisions for partnerships where the principals have not expressly agreed otherwise?
Revised Uniform Partnership Act
Which of the following is not a way in which a limited partnership can be funded?
Selling ownership rights through the public markets
When a principal wishes to leave a partnership, the RUPA defines this act of separation as which of the following:
dissociation
Voluntary separation, expulsion, and a partner's incapacity are recognized events under RUPA that are considered to be events of
dissociation.
When it comes to partnership debt and liability, all partners in a general partnership are
jointly and severally liable for the debt.
A(n) partnership has at least one general partner and at least one limited partner.
limited
In a limited partnership ________ partners are subject to restrictions on withdrawal
limited
In a limited partnership, the partner's liability is limited to what he or she contributed to the business.
limited
Unanimous consent of all general partners and consent of any limited partner owning a majority of the rights to receive a distribution as a limited partner are sufficient requirements to dissolve a
limited partnership.
A partner withdrawing that violates the partnership agreement or if a partner withdraws before the agreed-upon expiration are examples of
wrongful dissociation.
n a limited partnership, what type of partner is typically responsible for filing the information return with taxing authorities?
General
Which of the following does not require a form to be filed with a government agency?
General partnership
In a limited partnership, what type of partner is typically responsible for filing the information return with taxing authorities?
General
Which of the following oversees the regulation of franchisors
FTC
Limited partners are sometimes referred to as ______ partners.
silent
The _________ _________ _________ tries to promote the full disclosure of all information relating to a franchise company prior to the franchisee's investment.
Blank 1: Federal Blank 2: Trade Blank 3: Commission
________ __________ is triggered when the principals wish to dissolve the partnership after dissociation
Blank 1: Winding or Sliding up Blank 2: up or Up
Limited partnerships are - entities for tax purposes, meaning the entity itself does not pay taxes.
Blank 1: pass or flow Blank 2: through
When a limited partnership interest is sold to the public, the transaction is subject to federal and state laws.
Blank 1: securities or security
Which of the following may a limited partner perform for a limited partnership?
Contribute expertise
__________ of a general partnership can occur by court order or by the unanimous consent of the general partners
Dissolution
True or false: A written partnership agreement is required for an entity to be able to exist as a partnership.
False
True or false: To form a general partnership, a formal document must be filed with the government.
False
is the factor that addresses how easy it is to form and maintain a business entity.
Formation
Which of the following are typically used to denote a limited partnership?
LP
The extent to which principals are personally responsible for the debts of the business is which of the following factors?
Liability
Approximately forty states have adopted all or substantial portions of the Revised Uniform Act.
Partnership
Which of the following is the simplest multiple-person business entity?
Partnership
Limited and general are the two traditional subcategories of which of the following business entities?
Partnerships
In the absence of an agreement, which of the following are used as default provisions for a limited partnership?
Revised Uniform Limited Partnership Act
Which of the following requires no annual filing?
Sole proprietorship
Which of the following is true of limited partners in a partnership?.
They remain primarily investors.
States that have not adopted the RUPA follow the provisions found in the
Uniform Partnership Act.
A limited partnership _________ may expand the role of the limited partner, but not to the point of constituting day-to-day involvement of the business.
agreement
Under the RULPA, a general partner may withdraw from a limited partnership so long as all partners agree in writing to continue the partnership and
at least one general partner remains.
Which of the following is a limited partner entitled to perform?Under the RULPA, a general partner may withdraw
at least one general partner remains.
When forming a limited partnership, name, address, and partner capital contribution are typically items found in the
certificate of limited partnership.
The RUPA provides that partners have the power to bind the partnership to obligations regardless of the knowledge of the other partners.
contractual
If a wrongful dissociation occurs, the wrongfully dissociated partner is liable for _________ caused by the dissociation.
damages or damage
Voluntary occurs when a partner gives notice of intent to withdraw from the partnership.
dissociation
Generally speaking, a general partner may withdraw from a limited partnership at any time without causing )________
dissolution
__________ of a general partnership can occur by court order or by the unanimous consent of the general partners.
dissolution
Under RUPA, unless the parties otherwise agree, all partners receive how much of a share of the profits and losses?
equal
Which of the following is a partnership where the principals agree to an ongoing business relationship.
express
The good standard requires partners to exercise appropriate care when conducting partnership business.
faith
____________ limited partnership is primarily designed for wealthy families to manage estate planning.
family
Duties requiring partners to act in the best interest of the partnership are known as __________ duties.
fiduciary
Loyalty, care, and good faith are
fiduciary duties owed by partners.
An arrangement of a continuing commercial relationship for the right to operate a business pursuant to the franchisor's trade name or to sell the seller's branded goods is a(n):
franchise
The franchisor and the franchisee are typically governed by the _________ Agrement
franchise
Time limit, franchise fees, and royalties are common items governed by a
franchise agreement.
A business entity with a proven track record of success who sells to another party the right to operate the business and use the business's trade secrets, trademarks, products, and so on is called a ___________
franchisor
A(n) partnership is typically defined as an association of two or more people or entities who are co-owners and co-managers of a business and share in the profits of an ongoing business operation.
general
A(n) partnership is typically defined as an association of two or more people or entities who are co-owners and co-managers of a business and share in the profits of an ongoing business operation. Listen to the complete question
general
What type of partner is also referred to as a managing principal?
general
Two or more people operating as co-owners of a business for profit is called a:
general partnership
A limited partner will lose his or her limited liability protection for engaging in a negligent or __________ act while acting within the scope of partnership duties
illegal, unlawful, or criminal
Parties who may not intend to become partners can still have liability as partners through a theory of partnership.
implied
In a limited partnership, tax is paid based on the
individual partner's tax rate.
For tax purposes, a partnership will file a(n)
information return.
If a limited partner commits an illegal or negligent act on behalf of the limited partnership, the limited partner
is personally liable to pay damages to the injured party.
If a limited partner engages in activities reserved for general partners, the limited partner may
jeopardize the limited partnership status.
Unless the parties otherwise agree, the RUPA states that partners providing labor to the partnership are:
not entitled to any compensation other than a share of profits
In the context of business organizations, the principals of the business are the
owners
Principal funding and commercial lenders are viable funding options for a general .
partnership
Which of the following is the term used to describe an entity that, for tax purposes, means that the partnership entity pays no level of corporate tax.
pass through
In a limited partnership, the general partner is
personally liable for the debts of the partnership.
In a limited partnership, partners share
profit and loss in proportion to their contributions.
State regulatory agencies typically require _________ State regulatory agencies typically require
registration
In a limited partnership, the limited partner's liability is
shared equally among all limited and general partners.
A(n) is the easiest single-person ownership entity to form and maintain.
sole Proprietorships
When it comes to liability, general partners are personally exposed to liability similar to
sole proprietors.
The RUPA provides for expulsion of a partner from a partnership by the what kind of vote of the other partners.
unanimous
A partnership where there is not predetermined time or event that dissolves the partnership is known as a partnership at:
will
Discharging partnership liabilities and settling a partnership's business are examples of activities that occur during
windup.
When a principal desires to leave a limited partnership, the RULPA defines this act of separation as which of the following:
withdrawal
