Question 1

Under the RUPA, in a term partnership, if within 90 days after any specified cause of dissolution occurs, fewer than half of the remaining partners express their will to wind up the partnership business, the partnership will not dissolve.

Accepted Answer

A) True 
 B)False

Question 2

Under the RUPA, a partner in a term partnership who wrongfully dissociates before the end of a definite term may receive payment of a portion of the buyout price before the expiration of the term.

Accepted Answer

A) True 
 B)False

Question 3

The actual express authority of partners must be specifically set forth in the partnership agreement.

Accepted Answer

A) True 
 B)False

Question 4

A partner has implied authority to hire and fire employees whose services are necessary to carry on the partnership business.

Accepted Answer

A) True 
 B)False

Question 5

Shannon has just become a partner in A & R Accounting Partnership.Her capital contribution is $10,000, which she paid from her savings.Which of the following is correct with respect to Shannon's liability for partnership obligations?

Accepted Answer

A) Shannon has no liability for partnership debts that existed at the time of her admission as a partner. 
B) Shannon is liable only to the extent of her capital contribution for partnership debts that occur after her admission as a partner. 
C) Shannon has unlimited personal liability for all partnership debts regardless of whether they were incurred before or after she became a partner. 
D) Shannon has unlimited personal liability for all partnership obligations that occur after she became a partner; she has liability to the extent of her capital contribution for obligations that existed at the time she became a partner.

Question 6

Under the UPA, dissolution by operation of law occurs:

Accepted Answer

A) if a partner has been adjudicated mentally incompetent. 
B) upon the bankruptcy of a partner. 
C) when a partner has engaged in conduct prejudicial to the business. 
D) when the business can be carried on only at a loss.

Question 7

Authority that a third person, in view of the circumstances, the conduct of the parties, and a lack of notice or knowledge to the contrary, may reasonably consider to exist is known as:

Accepted Answer

A) actual implied. 
B) apparent. 
C) actual express. 
D) None of the above.

Question 8

Powell falsely tells Dunagan that she is a member of the partnership of Morgan and Stiles.Dunagan mentions this information to Trammell, who in reliance sells equipment on credit to Morgan and Stiles.Trammell can hold Powell liable for the misrepresentation.

Accepted Answer

A) True 
 B)False

Question 9

Which of the following is NOT considered to be dissolution by operation of law under the UPA?

Accepted Answer

A) Bankruptcy of a partner. 
B) Expulsion of a partner according to the partnership agreement. 
C) Subsequent illegality of the partnership. 
D) Death of a partner.

Question 10

Paul is driving a truck delivering goods for his partnership when he negligently backs into a customer's new car.The customer sues the partnership and recovers $8,000 in damages.Under the RUPA:

Accepted Answer

A) the partnership is liable under the doctrine of respondeat superior. 
B) if the partnership is liable, the partners other than Paul have liability up to the amount of their capital contributions to the partnership. 
C) regardless of whether the partnership has assets, all partners must equally share payment because Paul was an agent of the partnership. 
D) Paul has no duty to indemnify the partnership for any payments made because of his negligent behavior since he was on partnership business. 
E) Both (c) and (d).

Question 11

All partners are required to participate in winding up the partnership.

Accepted Answer

A) True 
 B)False

Question 12

Austin withdraws from a partnership and the remaining three partners decide to continue in business.Discuss the effect of the withdrawal on the partnership and on creditors rights under the UPA.

Accepted Answer

The answer of Austin withdraws from a partnership and the...

Question 13

Which of the following can be done with the consent of only a majority of the partners in a partnership?

Accepted Answer

A) Submission of a partnership claim to arbitration. 
B) Confession of judgment. 
C) The sale of an office computer. 
D) All of the above.

Question 14

Under the RUPA, it is possible to cure an illegality within 90 days after notice to the partnership of the event dissolving the partnership for illegality.

Accepted Answer

A) True 
 B)False

Question 15

A person who represents himself to third persons as being a partner when in fact he is not, may have the liability of a partner.

Accepted Answer

A) True 
 B)False

Question 16

The RUPA requires a central filing of a statement of partnership authority specifying the names of partners authorized to execute instruments transferring real property held in the name of the partnership.

Accepted Answer

A) True 
 B)False

Question 17

Under the RUPA, a judgment creditor of a partnership may first attempt to enforce a judgment against either the separate assets of a partner or the partnership itself.

Accepted Answer

A) True 
 B)False

Question 18

Upon dissolution, a partner still has authority to complete existing contracts.

Accepted Answer

A) True 
 B)False

Question 19

A person admitted into an existing partnership is personally liable for all of the obligations of the partnership arising before his admission.

Accepted Answer

A) True 
 B)False

Question 20

ABC Partnership agrees to hire an "errand runner" 20 hours per week for the summer.Alan, a partner, interviews a college student and decides to offer her the job.But she says she needs a 40-hour-a-week job, so Alan agrees to make it 40 hours.What result?

Accepted Answer

A) ABC Partnership is not bound to hire her. 
B) ABC Partnership is bound to pay her for 40 hours per week. 
C) Alan is bound to pay her for 20 hours per week. 
D) Alan has to pay her for 40 hours per week.

Exam 32: Operation and Dissolution of General Partnerships

Under the RUPA, in a term partnership, if within 90 days after any specified cause of dissolution occurs, fewer than half of the remaining partners express their will to wind up the partnership business, the partnership will not dissolve.

Under the RUPA, a partner in a term partnership who wrongfully dissociates before the end of a definite term may receive payment of a portion of the buyout price before the expiration of the term.

The actual express authority of partners must be specifically set forth in the partnership agreement.

A partner has implied authority to hire and fire employees whose services are necessary to carry on the partnership business.

Shannon has just become a partner in A & R Accounting Partnership.Her capital contribution is $10,000, which she paid from her savings.Which of the following is correct with respect to Shannon's liability for partnership obligations?

Under the UPA, dissolution by operation of law occurs:

Authority that a third person, in view of the circumstances, the conduct of the parties, and a lack of notice or knowledge to the contrary, may reasonably consider to exist is known as:

Powell falsely tells Dunagan that she is a member of the partnership of Morgan and Stiles.Dunagan mentions this information to Trammell, who in reliance sells equipment on credit to Morgan and Stiles.Trammell can hold Powell liable for the misrepresentation.

Which of the following is NOT considered to be dissolution by operation of law under the UPA?

Paul is driving a truck delivering goods for his partnership when he negligently backs into a customer's new car.The customer sues the partnership and recovers $8,000 in damages.Under the RUPA:

All partners are required to participate in winding up the partnership.

Austin withdraws from a partnership and the remaining three partners decide to continue in business.Discuss the effect of the withdrawal on the partnership and on creditors rights under the UPA.

Which of the following can be done with the consent of only a majority of the partners in a partnership?

Under the RUPA, it is possible to cure an illegality within 90 days after notice to the partnership of the event dissolving the partnership for illegality.

A person who represents himself to third persons as being a partner when in fact he is not, may have the liability of a partner.

The RUPA requires a central filing of a statement of partnership authority specifying the names of partners authorized to execute instruments transferring real property held in the name of the partnership.

Under the RUPA, a judgment creditor of a partnership may first attempt to enforce a judgment against either the separate assets of a partner or the partnership itself.

Upon dissolution, a partner still has authority to complete existing contracts.

A person admitted into an existing partnership is personally liable for all of the obligations of the partnership arising before his admission.

ABC Partnership agrees to hire an "errand runner" 20 hours per week for the summer.Alan, a partner, interviews a college student and decides to offer her the job.But she says she needs a 40-hour-a-week job, so Alan agrees to make it 40 hours.What result?