Question 1

Under the RUPA,a dissociation takes place whenever a partner is no longer associated with the running of the firm.

Accepted Answer

According to the Revised Uniform Partnership Act (RUPA), a dissociation occurs when a partner ceases to be associated with the partnership's carrying on of business.

Question 2

Jean and Bert enter into a written agreement to establish their partnership.Under RUPA,the written agreement has to specify that their partnership has a continuity of existence.

Accepted Answer

Under the Revised Uniform Partnership Act (RUPA), there is no specific requirement that a written partnership agreement must specify that the partnership has a continuity of existence. The act provides flexibility in how partners structure their agreements and does not mandate this specific provision.

Question 3

In a case involving the issue of whether a partnership actually existed,equal management is prima facie evidence.

Accepted Answer

False

Question 4

Under the RUPA,partnerships at will are automatically dissolved when a partner dies or enters bankruptcy.

Accepted Answer

Under the Revised Uniform Partnership Act (RUPA), the death or bankruptcy of a partner does not automatically dissolve the partnership; instead, it allows for the continuation of the partnership business with the remaining partners, unless the partnership agreement states otherwise.

Question 5

Under RUPA,certain types of profit sharing,such as the repayment of a debt,not rise to the level needed to create a partnership.

Accepted Answer

The answer of Under RUPA,certain types of profit sharing,such as...

Question 6

A limited liability is the easiest business organization to form.

Accepted Answer

The easiest business organization to form is a sole proprietorship, which requires no formal registration. A limited liability company (LLC) requires articles of organization to be filed with the state, and may also require obtaining a state business license and other necessary permits.

Question 7

Under the UPA aggregate theory,a partnership exists as a unique individual person that is separate from the identities of the partners.

Accepted Answer

Under the UPA aggregate theory, a partnership does not exist as a unique individual person separate from the identities of the partners. Instead, it is seen as an aggregation of the partners' individual assets and liabilities.

Question 8

Under RUPA,an association of two or more persons means that the partners have to be 'flesh and blood' individuals.

Accepted Answer

Under RUPA (Revised Uniform Partnership Act), a partnership can be formed by any persons, which includes not only individuals but also corporations, trusts, and other entities.

Question 9

John,Sam,and Mark decided to form a limited partnership (LP)with John being the general partner,and Sam and Mark as limited partners.The LP is sued and the court awards $100,000 against the LP.All three partners are jointly and severally liable.

Accepted Answer

In a limited partnership (LP), only the general partner (in this case, John) is personally liable for the debts and obligations of the partnership. Limited partners (Sam and Mark) have liability limited to the extent of their investment in the LP, unless they take part in controlling the business.

Question 10

In the Classic Case,The Liability Blues,PNC Bank v.Michael Farinacci,the main issue was whether the defendants be held jointly liable under the old law (UPA)or jointly and severally liable under the new law (RUPA).

Accepted Answer

The case centered on determining the nature of liability under the Uniform Partnership Act (UPA) versus the Revised Uniform Partnership Act (RUPA), specifically whether defendants could be held jointly (as under UPA) or jointly and severally (as under RUPA) liable.

Question 11

Attorneys Joseph,Sam,Nayeli,and Juanita agree to form a limited liability partnership (LLP),JUSTICE LAWYERS,LLP and each contribute $10,000 to the startup of this firm.In this LLP,each partner is personally liable because of the capital contribution,and may be sued in a separate action or in a joint action.

Accepted Answer

In a limited liability partnership (LLP), the partners are not personally liable for the debts and obligations of the partnership beyond their capital contributions. Therefore, statement that "each partner is personally liable because of the capital contribution,and may be sued in a separate action or in a joint action" is false.

Question 12

Under the Uniform Partnership Act,when a partner is deceased,her interest in real property became a tenancy in partnership held by the partnership and passed to the surviving partners.

Accepted Answer

Under the Uniform Partnership Act, when a partner dies, their interest in real property becomes a tenancy in partnership held by the partnership and passes to the surviving partners.

Question 13

Mia works as an assistant in a pharmacy.Her receipt of monthly wages,by itself,makes her a partner in the pharmacy.

Accepted Answer

Receipt of monthly wages does not make Mia a partner in the pharmacy. Partnership requires a specific agreement and legal documentation.

Question 14

The capital contributions of all partners are considered to be the property of the partnership.

Accepted Answer

When a partner contributes capital to a partnership, it becomes part of the partnership's assets and is owned by the partnership, not the individual partner. This is a basic principle of partnership law.

Question 15

Tom,Lori,Joseph,and Carol agree to do business together,but haven't agreed on anything about profits.The group appoints Tom as 'leader.' A court would consider Tom's appointment by itself as clear evidence of a partnership.

Accepted Answer

The mere appointment of a 'leader' among a group does not establish a partnership without an agreement on sharing profits or engaging in business activities as co-owners.

Question 16

Under the UPA,partners are jointly and severally liable for damages resulting from breach of contract actions.

Accepted Answer

The answer of Under the UPA,partners are jointly and severally...

Question 17

A term partnership is one that any partner may leave without liability.

Accepted Answer

In a term partnership, partners agree to work together for a specified period of time or until a specific task or project is completed. However, leaving the partnership before the agreed-upon term or completion of the project may result in liability for the departing partner.

Question 18

One of the main disadvantages of the sole proprietorship is that the owner has unlimited liability.

Accepted Answer

In a sole proprietorship, the owner is personally responsible for all the debts and liabilities incurred by the business. There is no legal distinction between the owner and the business, making the owner fully liable for any financial obligations of the business, including any lawsuits or damages. This means that the owner's personal assets, such as their house, car, or savings, may be at risk if the business fails to pay its debts or faces legal action. This is known as unlimited liability, which is a significant disadvantage of the sole proprietorship.

Question 19

Under the RUPA,a term partnership dissociation occurs when a partner files bankruptcy.

Accepted Answer

Under the Revised Uniform Partnership Act (RUPA), a partner's bankruptcy is one of the events that can cause their dissociation from the partnership.

Question 20

RUPA requires that a partnership agreement be in writing to be enforceable and binding on the partners.

Accepted Answer

The Revised Uniform Partnership Act (RUPA) does not require a partnership agreement to be in writing to be enforceable. Partnerships can be formed through oral agreements or even by the actions of the parties involved, without a written document.

Quiz 25: The Business Entity: an Introduction