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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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Development LP is a limited partnership that invests in residential real estate projects. Its limited partners include more than 150 sophisticated investors and investment professionals, including Ethan. Ethan loses his limited liability if he


A) participates in the firm's management.
B) does not participate in the firm's management.
C) invests in a project that the firm has declined.
D) votes to sell or dissolve the firm.

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

Correct Answer

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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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A limited liability partnership allows professionals to avoid personal liability for the malpractice of other partners.

A) True
B) False

Correct Answer

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The payment of a percentage of profits from the ownership of property to repay a loan does not prove the existence of a partnership.

A) True
B) False

Correct Answer

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Jana and Kwan are partners in Lawyers LLP, a limited liability partnership. Jana supervises the firm's associate Milo, who negligently fails to appear in court on behalf of Norm, a client. Liability to Norm rests only with


A) Jana and Milo.
B) Jana.
C) Milo.
D) Jana and Kwan.

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

Correct Answer

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Cal, Dex, and Erin agree to be partners in Fajitas, a food cart outfit, splitting the profits equally. Cal contributes 65 percent of the capital. When Fajitas is dissolved, its liabilities are greater than its assets. The losses are paid by


A) all of the partners in proportion to their capital contributions.
B) all of the partners in proportion to their shares of the profits.
C) Cal because he contributed most of the capital.
D) Dex and Erin because they contributed the least of the capital.

E) None of the above
F) All of the above

Correct Answer

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Stef and Tyler agree in an exchange of e-mail to form a partnership to buy and sell real property. Their partnership agreement is legally binding


A) only if a copy of the agreement is filed in the appropriate state office.
B) only if the agreement is printed in hard copy and signed by the parties.
C) only if the parties exchange valid consideration.
D) without more.

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

Correct Answer

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During the winding up stage of dissolution, no party can make a claim on the partnership assets.

A) True
B) False

Correct Answer

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Dissociation occurs when a partner ceases to be associated in the carrying on of the partnership business.

A) True
B) False

Correct Answer

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Every act of a partner concerning partnership business binds the firm.

A) True
B) False

Correct Answer

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Kim and Lyle are partners in K&L Sales, which exports technical equipment. If Congress declares that the equipment can no longer be exported, K&L


A) can continue its business for one twelve-month period.
B) can continue its business indefinitely.
C) dissolves immediately unless the partners change its business.
D) is immediately subject to criminal prosecution and penalties.

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

Correct Answer

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A key element of a partnership is the intent to act in good faith.

A) True
B) False

Correct Answer

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A partner can bring an action for an accounting during the term of the partnership and the firm's property can be sold to satisfy the partner's personal debts.

A) True
B) False

Correct Answer

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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) All of the above

Correct Answer

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

Correct Answer

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A partnership agreement must apportion profits and losses in the same ratio as the partners' investment of time and capital in the business.

A) True
B) False

Correct Answer

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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

Correct Answer

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Brad and Carol are partners in Doctors for Children, a medical clinic. Brad's dissociation from the firm results in


A) the automatic termination of the firm's legal existence.
B) the partnership's buyout of Brad's interest in the firm.
C) the immediate maturity of all partnership debts.
D) the temporary suspension of the partnership's business.

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

Correct Answer

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When a partnership that was supposed to dissolve after one partner's death continues to operate, a court is estopped from ordering its dissolution.

A) True
B) False

Correct Answer

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