Exam 3 Chapter 13

The RUPA provides for expulsion of a partner from a partnership by what kind of vote of the other partners.

unanimous

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 is not a source of funding for partnerships?

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

A(n) _________ venture is a limited-in-time business relationship typically governed by the same legal principles as a general partnership.

joint

When it comes to partnership debt and liability, all partners in a general partnership are

jointly and severally liable for the debt.

In a limited partnership, the ____________ partner's liability is limited to what he or she contributed to the business.

limited

In a limited partnership, the limited partner's liability is

limited to the extent of the limited partner's contribution in the business.

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 may a limited partner perform for a limited partnership?

Contribute expertise

True or false: A written partnership agreement is required for an entity to be able to exist as a partnership.

False

Which of the following typically follows the business name to signify that it operates as a general partnership?

GP

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

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 choice of business entity is the top choice for a start-up business with low annual revenues and expenses?

Sole proprietorship

A(n)___________ _________ is the easiest single-person ownership entity to form and maintain.

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.

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

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

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.

__________ is the factor that addresses how easy it is to form and maintain a business entity.

formation

The ______ is given the right to operate the business and use the business's trade secrets and products.

franchisee

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

What type of partner is also referred to as a managing principal?

general

A joint venture is typically governed by the same legal principles as a _________

general partnership.

Parties who may not intend to become partners can still have liability as partners through a(n) ___________ 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 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

A partnership is taxed like a sole ___________ , which means the partnership itself does not pay taxes, but rather taxes are accounted for on individual partner tax returns.

proprietorship

When a limited partnership interest is sold to the public, the transaction is subject to federal and state _____________ laws.

securities

Voluntary ___________ occurs when a partner gives notice of intent to withdraw from the partnership.

separation

When it comes to liability, general partners are personally exposed to liability similar to

sole proprietors.

True or false: A partnership may not sell ownership rights through the public markets.

true

When a principal desires to leave a limited partnership, the RULPA defines this act of separation as which of the following:

withdrawal