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