Exam 32: All Forms of Partnerships

A limited partner who gives a general partner advice on matters relating to the management of the partnership cannot be liable as a general partner.

In winding up a general partnership,partners receive distributions of profits before non-partner creditors are paid.

A partnership dissolves if any partner ceases to "carry on" partnership business.

A limited partner who participates in the management of the partnership may be personally liable to the firm's creditors.

In a limited liability limited partnership,the liability of a general partner is the same as the liability of a limited partner.

Lucy is a limited partner in Metro Contractors,a limited partnership,which cannot pay its debts.Lucy is personally liable for the debts

Guy and Hanna do business as G-H Associates.If G-H is a partnership,it is governed by the Uniform Partnership Act

Fay is admitted to Global Associates,an existing partnership.A partnership debt incurred before the date of her admission comes due.Fay is

Clu,Dolf,and Elton do business as Fertile Valley Farm.Clu's relationship to the firm ends,but it continues to do business.This is

An association cannot be a partnership without an express agreement.

Gallop Western Ranch is a family limited liability partnership (FLLP).In an FLLP,all of the partners must be

Denise and Elke do business as Final Curtain Decorators.In most states,for purposes of holding title to property,this partnership would be treated as

A partner's fiduciary duties may be waived or eliminated in the partnership agreement.

Rona and Stiv do business as Treasure Island Traders.In acting on the firm's behalf in a deal with Unlimited Potential,Inc.,Rona makes an honest error in overestimating the profit.To her firm,Rona is

Erte,a partner in Fluoride Dental Associates,applies for a loan with Great State Bank allegedly on Fluoride's behalf but without the authorization of the other partners.Great State knows that Erte is not authorized to take out the loan.Erte's default on the loan results in

Connie,Drew,and Ellen are the general partners of Foreign Auto Repair,a limited partnership.Connie dies.The partnership can

Sabin and Tyler agree while talking on the phone to form a partnership.Their partnership agreement is legally binding

The death of a limited partner dissolves a limited partnership.

With a few exceptions,all of the rules that govern partnerships apply to limited liability partnerships.

A sharing of profits from the sale of the goodwill of a business creates a presumption that a partnership exists.