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| 1 | |
__________ is defined as the change in the relation of the partners caused by any partner's ceasing to be associated with the carrying on, as distinguished from the "winding up," of the business. |
| | A) | Irreconcilable differences |
| | B) | Dissolution |
| | C) | Conciliation |
| | D) | Separation |
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| 2 | |
Partnership dissolution may occur as a result of: |
| | A) | Actions of partners, operation of law, or judicial action |
| | B) | Actions of partners, an "Act of God," or judicial action |
| | C) | Actions of partners, substantial performance, or judicial action |
| | D) | Actions of partners, specific performance, or judicial action |
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| 3 | |
A partner who dissolves the partnership in violation of the partnership agreement can be held liable for __________ dissolution. |
| | A) | Equitable |
| | B) | Wrongful |
| | C) | De facto |
| | D) | Criminal |
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| 4 | |
Suppose the United States Congress enacts a law declaring that cigarettes are illegal. A partnership that subsequently manufactures and sells cigarettes will be __________ dissolved. |
| | A) | Procedurally |
| | B) | Automatically |
| | C) | Conditionally |
| | D) | Equitably |
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| 5 | |
If it becomes impractical to carry out the business of the partnership (i.e., continuation of the partnership will only result in lost profits), a partner may seek to dissolve the partnership by __________. |
| | A) | Operation of law |
| | B) | Act of the court |
| | C) | Act of the legislature |
| | D) | Operation of equity |
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| 6 | |
Once a partnership is liquidated, the partners begin the process of __________, the activity of completing unfinished partnership business, collecting and paying debts, collecting partnership assets, and taking inventory. |
| | A) | Partner separation |
| | B) | Collateral dissolution |
| | C) | Bankruptcy |
| | D) | Winding up |
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| 7 | |
The Uniform Partnership Act (UPA) establishes that when a partnership has debt, the distribution of liquidated assets must take the following order: |
| | A) | Payment of profits distributed to partners on the basis of the partnership agreement; payment of partners for the capital they invested; payment of refunds or loans to partners for loans made to the firm; payment to creditors of the partnership |
| | B) | Payment of refunds or loans to partners for loans made to the firm; payment of partners for the capital they invested; payment of profits distributed to partners on the basis of the partnership agreement; payment to creditors of the partnership |
| | C) | Payment of partners for the capital they invested; payment of profits distributed to partners on the basis of the partnership agreement; payment to creditors of the partnership; payment of refunds or loans to partners for loans made to the firm |
| | D) | Payment to creditors of the partnership; payment of refunds or loans to partners for loans made to the firm; payment of partners for the capital they invested; payment of profits distributed to partners on the basis of the partnership agreement |
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| 8 | |
A __________ partnership is an agreement between at least one general partner and at least one limited partner. |
| | A) | Qualified |
| | B) | Corporate |
| | C) | Limited |
| | D) | General |
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| 9 | |
To create a valid limited partnership, the general and limited partners must sign a(n) __________ and file this with the secretary of state. |
| | A) | Partnership agreement |
| | B) | Article of incorporation |
| | C) | Certificate of limited partnership |
| | D) | Annual report |
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| 10 | |
A limited partner's limited personal liability depends on all but which of the following conditions? |
| | A) | The limited partner has complied in good faith with the requirement that a certificate of limited partnership is filed |
| | B) | The limited partner has education, skill and experience in the nature of the limited partnership business |
| | C) | The limited partner does not participate in the control of the business |
| | D) | The limited partner's surname is not part of the partnership business |
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