Partnerships and Limited Liability Partnerships
50 questions available
Questions
According to the Uniform Partnership Act (UPA) Section 101(6), a partnership is defined as an association of two or more persons to carry on as co-owners a business for what purpose?
View answer and explanationThe Uniform Partnership Act (UPA) establishes guidelines for determining if a partnership exists. The sharing of profits and losses from a business creates a presumption that a partnership exists. However, if profits are received as payment for a debt, what does the UPA presume?
View answer and explanationIf two individuals, MacPherson and Bunker, own a piece of farmland as joint tenants and lease it to a farmer for a share of the profits, what does the Uniform Partnership Act (UPA) state about this arrangement?
View answer and explanationFor federal income tax purposes, how is a partnership treated?
View answer and explanationUnder the concept of partnership by estoppel, when does a nonpartner become regarded as an agent whose acts are binding on the partnership?
View answer and explanationIn a general partnership where the agreement is silent on the matter, what does UPA 401(f) state about management rights?
View answer and explanationIf Rico contributes $60,000 and Brett contributes $40,000 to a partnership, but their partnership agreement is silent on how profits and losses are to be shared, how will profits and losses be apportioned according to the UPA?
View answer and explanationUnder the Uniform Partnership Act (UPA), what are the two primary fiduciary duties that a partner owes to the partnership and the other partners?
View answer and explanationAccording to UPA 306(a), how are partners in most states liable for all partnership obligations, including contracts and torts?
View answer and explanationWhat is the extent of liability for a partner newly admitted to an existing partnership regarding obligations incurred before they became a partner?
View answer and explanationIn a limited partnership, what is the key distinction in liability between a general partner and a limited partner?
View answer and explanationWhat is the major advantage of a limited liability partnership (LLP) that makes it a hybrid form of business?
View answer and explanationWhen a partner ceases to be associated in the carrying on of the partnership business, this event is known as what?
View answer and explanationIn the case of Warnick v. Warnick, what was the total initial capital contribution made by all partners to form Warnick Ranches?
View answer and explanationIn the case Warnick v. Warnick, the Supreme Court of Wyoming reviewed the lower court's calculation of the buyout price for Randall Warnick's interest. The court decided that the buyout price should be based on the amount that would have been paid to the dissociating partner if the partnership assets were sold at a price equal to what?
View answer and explanationWhat is a key difference in formation between a general partnership and a limited partnership?
View answer and explanationUnder the Revised Uniform Limited Partnership Act (RULPA), what right does a limited partner have regarding lawsuits on behalf of the firm?
View answer and explanationWhat happens to a joint tenancy if one of the joint tenant partners sells their interest in the property to another person?
View answer and explanationThe Uniform Partnership Act was amended in 1997 primarily to provide for what type of business entity?
View answer and explanationWhat is the consequence for a limited partner in a limited partnership who participates in the management of the business, according to RULPA 303?
View answer and explanationWhen the partnership's liabilities are greater than its assets, how do the partners bear the losses in the absence of a contrary agreement?
View answer and explanationWhat is a 'partnership for a term'?
View answer and explanationAccording to the UPA, what is a partner's duty of care limited to refraining from?
View answer and explanationIf a partner wrongfully dissociates from the partnership, what are they liable for?
View answer and explanationIn the case In re Dissolution of Midnight Star Enterprises, L.P., the court had to interpret the partnership agreement regarding dissolution. What did the court conclude about the general partner's option to liquidate the assets?
View answer and explanationIn a Limited Liability Limited Partnership (LLLP), what is the extent of a general partner's liability?
View answer and explanationFor how long after a partner dissociates from a continuing partnership may the partnership be bound by the acts of the dissociated partner based on apparent authority?
View answer and explanationWhich of the following is NOT one of the three essential elements courts look for to determine if a partnership exists?
View answer and explanationWhat does a partner's duty of loyalty require them to refrain from, according to UPA 404(b)?
View answer and explanationIn the case Moren v. Jax Restaurant, the partnership filed a complaint against Nicole Moren, one of its partners, arguing that it was entitled to what?
View answer and explanationWhat is a 'buy-sell agreement' in the context of a partnership?
View answer and explanationIn a Limited Liability Partnership (LLP), who is liable for the negligence of a partner?
View answer and explanationUnder RULPA, the death or bankruptcy of a general partner in a limited partnership will cause the dissolution of the firm unless what occurs?
View answer and explanationWhat is the primary difference in how partnership property is treated under the current UPA versus the previous version of the UPA?
View answer and explanationIn the context of partnerships, what is a 'charging order'?
View answer and explanationWhat does a Limited Liability Limited Partnership (LLLP) primarily offer that a standard Limited Partnership (LP) does not?
View answer and explanationUnder the UPA, which of the following actions generally requires the unanimous consent of the partners?
View answer and explanationIf a partner's dissociation is found to be wrongful because it breached the partnership agreement, what additional liability might that partner face besides damages for the breach?
View answer and explanationAccording to the UPA, in a partnership agreement, which fiduciary duties may not be waived or eliminated?
View answer and explanationIn a limited partnership, the death of a limited partner does not dissolve the partnership, unless what condition is met?
View answer and explanationWhat is required to form a Family Limited Liability Partnership (FLLP)?
View answer and explanationIf a court orders the dissolution of a partnership, when might this occur according to UPA 801(5)?
View answer and explanationAfter a partner's dissociation, their right to participate in the management of the partnership business terminates. What happens to their duty of care?
View answer and explanationWhen a limited partner discovers a defect in the formation of the limited partnership, what can they do to avoid future liability?
View answer and explanationIn the case of Meinhard v. Salmon, the court found that Salmon breached his fiduciary duty to his partner, Meinhard. What specific action constituted this breach?
View answer and explanationIf a limited partnership agreement does not have a provision for sharing profits and losses, how are they shared among the partners?
View answer and explanationWhat is the consequence if a partner's dissociation occurs in a partnership for a definite term before the expiration of that term?
View answer and explanationTo form a Limited Liability Partnership (LLP), what is the typical filing requirement?
View answer and explanationWhat is the right of a surviving joint tenant to inherit a deceased joint tenant's ownership interest known as?
View answer and explanationA partner's right to inspect all partnership books and records on demand is part of which broader right?
View answer and explanation