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The Uniform Partnership Act governs the operation of partnerships in spite of a different agreement among the partners.

A) True
B) False

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Otto is a limited partner in Port Exports, a limited partnership. By participating in the firm's management, Otto is liable for its obligations


A) in proportion to the number of partners in the firm.
B) to no extent.
C) to the extent of his capital contribution to the firm.
D) to the full extent.

E) A) and D)
F) A) and C)

Correct Answer

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Regardless of the partners' consent or agreement, the voluntary dissociation of a partner begins the dissolution of the partnership.

A) True
B) False

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Resort Gift Shop is operated as a partnership, with five partners. Shan has a one-third interest in the firm. Each of the other partners has a one-sixth interest. Ted is the senior partner. With respect to management decisions


A) a majority of the partners must agree.
B) Shan rules.
C) Ted decides.
D) unanimous consent is required.

E) A) and D)
F) None of the above

Correct Answer

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Olav starts Power Cells to make and sell batteries. Later, Olav contracts with Quinn to invest additional capital in the firm in exchange for 25 percent of the profits. Olav and Quinn agree that Olav will continue to control the business. Olav and Quinn are not partners in Power Cells because


A) they do not share the profits equally.
B) their agreement does not provide for the sharing of losses.
C) Olav started the firm before Quinn agreed to invest additional capital.
D) they do not have joint control over the business.

E) A) and B)
F) A) and C)

Correct Answer

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A partner always has the power to dissociate from the partnership.

A) True
B) False

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Del and Efron want to form a limited partnership to do general business bookkeeping with an emphasis on tax accounting. In most states, a limited partnership will be created when Del and Efron


A) file a certificate of limited partnership.
B) execute a partnership agreement.
C) accept their first client.
D) make their capital contributions.

E) A) and C)
F) None of the above

Correct Answer

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Nora and Owen do business as Property & Profit, a real estate investment partnership. In acting on the firm's behalf, Nora takes advantage of an opportunity to make a secret profit. To her firm, Nora is liable for a breach of


A) the duty of care.
B) contract.
C) the duty of loyalty.
D) none of the choices.

E) A) and B)
F) A) and C)

Correct Answer

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Glen is a partner in Home Builders, a construction firm. Glen's assignment of his interest in the partnership to Investment Consultants results in


A) nothing with respect to Home Builders.
B) the automatic termination of Home Builders' legal existence.
C) Glen's liability for all of Home Builders' debts.
D) Glen's wrongful dissociation and liability for any damages.

E) A) and C)
F) All of the above

Correct Answer

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A partner always has the right to dissociate from the partnership.

A) True
B) False

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In a limited partnership, every partner has full responsibility for the management of the partnership and its obligations.

A) True
B) False

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One of the essential elements of a partnership is good faith.

A) True
B) False

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