The Law of Corporations and Other Business Organizations 6th Edition by Angela Schneeman - Test Bank

The Law of Corporations and Other Business Organizations 6th Edition by Angela Schneeman – Test Bank

Instant Download – Complete Test Bank With Answers

Sample Questions Are Posted Below

CHAPTER 4
Limited Partnerships
MULTIPLE CHOICE
1. Both general partnerships and limited partner-
ships
A. must include at least one limited partner.
B. must include at least one general partner.
C. are formed by filing a certificate with the
secretary of state.
D. offer limited liability to all partners.
ANS: B
2. The partners of a limited partnership must
include at least
A. two general partners and two limited
partners.
B. one individual and one corporation.
C. one general partner and one limited partner.
D. three partners.
ANS: C
3. The ________ of a limited partnership do not
have personal liability for the debts and
obligations of the limited partnership.
A. partners
B. limited partners
C. general partners
D. managing partners
ANS: B
4. Under the Revised Uniform Limited
Partnership Act, limited partners do not have
the right to
A. assign their interests in the limited partner-
ship.
B. inspect the books and records of the limited
partnership.
C. vote on certain extraordinary actions taken
by the limited partnership.
D. participate in the management of the lim-
ited partnership.
ANS: D
5. Under the Uniform Limited Partnership Act of
2001, ________ may participate in the
management of the limited partnership
business and have limited liability status.
A. general partners
B. limited partners
C. limited partners and general partners
D. no partners
ANS: B
6. The ________ is filed with the secretary of
state to form a limited partnership.
A. articles of limited partnership
B. certificate of limited partnership
C. notice of limited partnership
D. limited partnership agreement
ANS: B
7. In states that follow the Revised Uniform
Limited Partnership Act, the ________ need
not be included in the certificate of limited
partnership.
A. names and addresses of all limited partners
B. names and addresses of all general partners
C. name and address of the agent for service of
process
D. name of the limited partnership
ANS: A
8. New general partners may usually be admitted
to a limited partnership
A. by permission of the managing partner.
B. by completing an application for admission
to limited partnership.
C. with the unanimous written consent of all
partners.
D. if there is sufficient income to pay the new
partner’s salary.
ANS: C
9. The allocation of profits and losses is deter-
mined ________ unless otherwise indicated in
the limited partnership agreement.
A. by the vote of a majority of limited partners
B. by the vote of a majority of general partners
C. by the managing partner
D. on the basis of the value of the contribu-
tions made by each partner that have not
been returned
ANS: D
120 PART II Test Bank
©2013 Cengage Learning. All Rights Reserved. May not be copied, scanned, or duplicated, in whole or in part, except for use as permitted in a license distributed with a certain product or
service or otherwise on a password-protected website for classroom use.
10. A ________ is an action brought by a limited
partner on behalf of a limited partnership to
recover a judgment in its favor.
A. limited partnership action
B. class action
C. derivative action
D. dissolution action
ANS: C
11. Under the Revised Uniform Limited
Partnership Act, the ________ does not
necessarily cause the dissolution of the limited
partnership.
A. withdrawal of a limited partner
B. expiration of the time period specified in
the limited partnership certificate
C. withdrawal of the only general partner
D. entry of a decree of judicial dissolution
ANS: A
TRUE/FALSE
12. The limited partnership is generally taxed as a
separate entity.
ANS: F
13. Limited partners are granted the same rights as
general partners of a general partnership.
ANS: F
14. The limited partner in a limited partnership is
often considered to be more of an investor than
an actual partner to the partnership.
ANS: T
15. The interest of a limited partner is considered to
be personal property.
ANS: T
16. All limited partners have an equal right to
manage the affairs of the limited partnership.
ANS: F
17. The death of a limited partner is a cause for
dissolution of the limited partnership.
ANS: F
18. The limited partnership must be formed by
filing a certificate of limited partnership with
the secretary of state or other appropriate state
authority.
ANS: T
19. The withdrawal of a general partner is
considered to be a cause for dissolution of the
limited partnership.
ANS: T
20. Limited partnerships are created under, and
governed by, state statutes.
ANS: T
21. A corporation may be a partner of a limited
partnership.
ANS: T