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The essential elements of a partnership do not include


A) a sharing of profits and losses.
B) a joint ownership of the business.
C) an equal right in the management of the business.
D) good faith.

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

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Stefani 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) A) and D)
F) A) and B)

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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) B) and C)
F) B) and D)

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C

Jess and Keri are members of Livewire LLC, a limited liability company. In most situations, with respect to Livewire's debts, Jess and Keri are shielded from


A) all liability.
B) no liability.
C) personal liability.
D) joint and several liability.

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

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Generally, the law recognizes a partnership as an independent entity .

A) True
B) False

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Deb and Erv are partners in Framing & Foundations, a construction outfit. Deb manages the business. For this service, she is


A) entitled to pay in proportion to her effect on the business if the partners agree.
B) entitled to pay in proportion to her effort by default.
C) entitled to pay in proportion to her capital contribution.
D) not entitled to pay.

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

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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 partner to have his or her interest purchased by the partnership.
C) the immediate maturity of all partnership debts.
D) the temporary suspension of the partnership's business.

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

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Global Investments is a foreign investor. With respect to the operations of a limited liability company in the United States, Global can


A) become a member , but cannot otherwise participate.
B) become a member and participate.
C) not become a member, but can participate.
D) not become a member or participate.

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

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Ford is the sole proprietor of Go, an app service. As a sole proprietor, on the business's profits, Ford pays


A) no income taxes.
B) only personal income taxes.
C) only business income taxes.
D) both personal and business income taxes.

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

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In many instances, agency law governs the relationships among partners.

A) True
B) False

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

A) True
B) False

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Bayard organized, and owns and operates, Cypress Tours in the simplest form of business organization. This is


A) a limited liability company.
B) a limited partnership.
C) a general partnership.
D) a sole proprietorship.

E) B) and D)
F) A) and B)

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Owen plans to open Owen's Pets Store, a pet sales and pet supplies outlet, and to hire Quimby and Ruth. Owen will invest only his own money. He does not expect to make any profit for at least two years and to make almost no profit for the first three years, but he hopes to expand eventually. Which form of business organization would be most appropriate? What are the chief characteristics, advantages, and disadvantages of this form of business organization? If Owen wants to obtain additional capital to expand the business, but does not want to lose control of the firm, what is his best option?

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When a business is relatively small and is not diversified, employs relatively few people, has modest profits, and is not likely to expand significantly or require extensive financing in the immediate future, the most appropriate form for doing business may be a sole proprietorship. A sole proprietorship is easier and less costly to start than other forms of business, because few legal forms are involved. The owner is free to make business decisions without consulting others. Taxes are paid on the business's in-come as the owner's personal income. In a sole proprietorship, the owner and the business are the same. Anyone who creates a business without designating a specific form for its organization is doing business as a sole proprietorship. An advantage of the sole proprietorship is its greater organizational flexibility over other forms of business organization. The owner can operate the enterprise without any formalities. A significant disadvantage of this form of organization, however, is that unlike most other forms of business organization, there are no limits on the liability of the owner for the debts and obligations of the firm. Another dis-advantage of the sole proprietorship form can be the ability of a sole proprietor to raise capital while maintaining control and retaining the same form. This course may be limited chiefly to borrowing funds. Bringing in partners would convert the business to a partnership. Issuing stock would require incorporating or establishing another form of business. Selling the business would sacrifice all control. The only way to obtain additional business capital without accumulating it through business profit is by borrowing funds.

To form a limited liability company, articles of organization must be filed with a central state agency.

A) True
B) False

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In a sole proprietorship, the owner is not the business.

A) True
B) False

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Unanimous consent of the partners is required to make basic changes in the nature of the business or the partnership agreement.

A) True
B) False

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In Ohio, Paving LLC is a foreign limited liability company. In dealing with Paving, Ohio will apply the law of the state where the firm


A) was formed.
B) is headquartered.
C) does business.
D) will receive consistent treatment.

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

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In a sole proprietorship, the proprietor receives all the profits.

A) True
B) False

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True

Without creating a separate business organization, Roy starts up Street Cruisers, a new, pre-owned auto sales enterprise. Roy is


A) a general partner.
B) a member.
C) a limited partner.
D) a sole proprietor.

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

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A partnership arises from an agreement between two or more parties to carry on a business for profit.

A) True
B) False

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