Organization Law
A charter is essentially a contract between the state and the corporation.
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A judgment creditor has the right to obtain a charging order.
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A partnership by estoppel is a legal finding that a partnership exists even though the "partners" did not want to have a partnership.
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A partnership may or may not have a partnership agreement as long as the tests of partnership are met.
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According to the Uniform Partnership Act, creditors of the old partnership do remain as creditors of the new partnership.
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According to the Uniform Partnership Act, the various forms of joint ownership by themselves do not establish partnership, whether or not the co-owners share profits made by the use of the property.
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For tortious acts, the partners are said to be jointly and severally liable, and the plaintiff may separately sue one or more partners.
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Generally, the S corporation pays no corporate income tax.
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If a person receives a share of the profits of a business, it is assumed she is a partner.
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If partners have no partnership agreement, their relations are governed by the UPA or its derivatives.
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If the certificate of limited partnership that is filed with the secretary of state is substantially defective, a general partnership is created.
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It is possible to become someone's partner without intending to or even realizing that partnership has been created.
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No agreement is necessary to form a partnership.
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Non-registration of the partnership name will violate the assumed or fictitious name statutes of most states
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Partnerships are not taxable entities and so they do not pay income taxes.
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The "corporate veil" means that there is a separate, legally recognized corporate entity that shields the people behind the corporation from personal liability.
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The UPA allows partnerships to own property.
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The Uniform Partnership Act (UPA) and the Uniform Limited Partnership Act (RUPA) is the codification and rationalization of the common-law and equitable rules that governed partnerships in the 19th century.
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The first step in the termination of the limited liability company (LLC) is dissolution.
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The owners of S corporation have limited liability.
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Under Revised Uniform Partnership Act (RUPA), dissolution happens when RUPA requires the partnership to wind up and terminate.
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Unlike corporations, partnerships can be created accidently.
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A corporation can never be a partner in a partnership.
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All states have adopted the UPA.
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Corporations cannot be partners in partnerships.
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In case of limited liability companies (LLCs), all the members are equally liable to third parties regardless of the owner's level of participation.
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Partnership law permits an investor to put capital into a general partnership and realize tax benefits without liability for the acts of the other partners.
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