fin 240 kaplowitz worksheet 37.3: limited liability partnerships and limited partnerships

Generally speaking, a limited partnership will be dissolved if:

a court issues the appropriate decree

_____ of the states have enacted limited liability partnership (LLP) statutes.

almost all

All states provide that when more than one partner in an LLP is negligent, each partner is jointly and severally liable for the entire result.

false

LLPs must be formed and operated in compliance with federal law.

false

The formation of both a traditional partnership and a limited partnership requires a public and formal proceeding that must follow statutory requirements.

false

In order to form a valid limited partnership (LP), the partnership must:

file a certificate of limited partnership

What is the major advantage of an LLP?

it limits the personal liability of partners to only their own wrongful acts

In a limited partnership, the liability of a limited partner is:

limited to the capital contribution

In the distribution of assets of a limited partnership, which group has the first priority?

outside creditors and partner creditors

The two categories of enterprises for which a limited liability partnership (LLP) is especially attractive are:

professional services and family businesses

What happens if a limited partner in a limited partnership participates in management?

the limited partner becomes just as liable as a general partner to any creditor

A limited liability limited partnership (LLLP) differs from a limited partnership in that a general partner in an LLLP has the same liability as a limited partner in a limited partnership.

true

Partners can agree ahead of time on how the assets will be valued and divided if the partnership dissolves, using, for example, buy-sell agreements.

true

The limited liability partnership (LLP) is a hybrid form of business designed mostly for professionals who normally do business as partners in a partnership.

true

The bankruptcy, retirement, death or mental incompetence of a general partner will cause the dissociation of that partner and the dissolution of the limited partnership _____.

unless the other members agree to continue the firm