Chapter 17 Test 3

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A limited liability company is a citizen of every state

False

Every limited liability company is a citizen of every state

False

Foreign investors cannot participate in a limited liability company

False

Generally, a dissociated member of a limited liability company (LLC) has the right to buy his or her interest in the LLC from the other members

False

Generally, if a member dissociates form a limited liability company (LLC), the other members cannot continue to carry on the LLC's business

False

In a limited liability company, the management may consist of members or nonmembers, but not both.​

False

In a limited partnership, every partner has full responsibility for the partnership and for all its debts

False

In many states, an operating agreement is required for a limited liability company to exist

False

In most states, a limited liability company can have only a limited number of members

False

In most states, a limited liability company must have at least two members

False

Limited liability companies cannot enter into contracts or hold title to property.​

False

Most states apply to a limited liability company (LLC) formed in another state the law of the state where the LLC currently does business.​

False

Normally, a member who dissociates from a limited liability company (LLC) has the right to force the LLC to dissolve

False

The alter-ego theory cannot be applied to a limited liability company

False

The death of a limited partner dissolves a limited partnership

False

The owners of a limited liability company are liable for the obligations of the firm to the full limit

False

To form a limited liability company, articles of organization must be filed with the federal Small Business Administration

False

Under most limited liability company statutes, if the members do not specify how profits will be split, they are divided in proportion to the members' capital investment

False

When a limited liability company is dissolved, any member, including those who wrongfully dissociated, may participate in the winding up process

False

​If a dispute arises and the applicable limited liability company statute does not cover the issue, a court will most likely dismiss the case

False

​The members of a limited liability company have unlimited liability for any loss or injury caused by the wrongful acts or omissions of the firm

False

Generally, there are no restrictions on the dissociation by any partner from a limited partnership.​

False​

A limited liability company can be taxed as a corporation

True

A limited liability limited partnership is a type of limited partnership

True

A limited liability partnership must be formed in compliance with state statutes

True

A limited partnership can be dissolved by court decree.​

True

Generally, each state limits the liability of partners in a limited liability partnership in some way

True

In a limited liability limited partnership, a general partner has the same liability as a limited partner in a limited partnership

True

In a limited partnership, a general partner's dissociation from the firm normally will lead to dissolution unless all partners agree to continue the business.​

True

In a limited partnership, limited partners do not have the same rights as general partners to participate in management.​

True

Limited liability company operating agreements can provide whether formal members' meetings will be held

True

Members of a limited liability company (LLC) can stipulate in their operating agreement how managers will be chosen or removed

True

Members of a limited liability company can stipulate in their operating agreement how voting rights will be apportioned

True

Some states have passed laws prohibiting the withdrawal of limited partners from a limited partnership

True

Typically, the articles of organization of a limited liability company (LLC) include information on how the LLC will be managed

True


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