2.7 Unit 6 - Chapter 32
When were the last amendments made to the RULPA?
2001
Dale and Wayne have a limited partnership. Dale and Wayne agree to allow Salim serve as a limited partner in the limited partnership, on the condition that he provide a contribution to the limited partnership. What may Salim use to fulfill this contribution requirement?
All of these are correct
Sue and Jesse formed a limited liability company, which sells electronics. Which of the following proposals may Sue and Jesse vote on related to the limited liability company?
All of these are correct
Brody and Kris were the only member-managers of Computers4U, LLC. Computers4U, LLC is dissolving, and Brody and Kris wish to extinguish the company. Which of the following is not a step to extinguishing an LLC?
Filing a certificate of extinguishment with the state LLC office
Which of the following is correct regarding a limited partnership?
It can only be created pursuant to statutory provisions.
Which of the following is correct regarding the fiduciary duties in a limited partnership?
Judicial authority seems to suggest that the limited partner has no fiduciary duty to the partnership
Jill is a member of ABC LLC, and Sam is the manager. Which of the following aspects do they share in common?
Liability
Members of member-managed LLCs and manager-managed LLCs are the same in which of the following aspects?
Liability
Jerry, Beaux and Nate want to form a business organization for their new accounting firm, and want to shield innocent owners from malpractice liability generated from other owners in the firm. Which type of entity should they form?
Limited liability partnership
Which of the following need NOT be included in the certificate filed by a limited partnership?
The names and addresses of each of the limited partners
Tony is a general partner of a limited partnership in which Alice and Mary are limited partners. Which of the following correctly states Tony's duties to Alice and Mary?
Tony owes a fiduciary duty to Alice and Mary
A company that is in a non-corporate business, limits liability for owners, and all members may participate in management is:
a limited liability company
Cindy and Ashley want to form a business entity that is a non-corporate business that limits liability for its owners, and allows for Cindy and Ashley to participate in the management of the company. Which business form should Cindy and Ashley adopt?
a limited liability company
Daniel is a general partner in a real estate investment firm. Hank and Barry are limited partners. Daniel, without the consent or ratification of Hank and Barry, can:
act as an agent of the partnership
Typically, members of a limited liability company have the right to vote on proposals to:
all of these are correct
The __________ of a partner may be cash, property, services rendered, a promissory note, or an obligation to contribute cash or property or to perform services.
contribution
A general partner of a limited partnership has a(n) __________ relationship to the general and limited partners.
fiduciary
Robert and Keith want to form a business entity with equal control and limited liability. They should form a:
limited liability company
Under the RULPA, if Jack contributed $1000 as a limited partner and signed a certificate, but the certificate was filed in the wrong office, Jack:
will not be liable as a general partner if he quickly withdraws from the business and renounces future profits.
