Name: 
 

Business Organizations & Corporate Law: Chapter 5 Quiz



True/False
Indicate whether the statement is true or false.
 

 1. 

A limited partnership takes the basic arrangement found in a general partnership and has the protection of limited liability.
 

 2. 

General partners fulfill the same role and duties in a limited partnership as they do in general partnerships.
 

 3. 

General partners are protected by limited liability in limited partnerships.
 

 4. 

Limited partnerships have a rich history under the common law.
 

 5. 

The Uniform Limited Partnership Act was created in 1916.
 

 6. 

Limited partners are not permitted to pass through the business losses from their limited partnership to their individual income tax returns.
 

 7. 

A limited partnership must contain the name of at least one of the limited partners.
 

 8. 

Limited partnership agreements are generally verbal, not in writing.
 

 9. 

Limited partnerships can be dissolved by court action.
 

 10. 

General partners have no fiduciary responsibilities to limited partners.
 

Multiple Choice
Identify the choice that best completes the statement or answers the question.
 

 11. 

A business form that contains general partners in limited partners where the limited partners are protected by the concept of limited liability.
a.
Limited liability company
b.
Limited liability agreement
c.
Limited partnership
d.
Corporation
 

 12. 

What is the authority for creating a limited partnership?
a.
Appellate decisions
b.
Local ordinances
c.
Federal statutes
d.
State law
 

 13. 

The feature that defines the difference between general partnerships and limited partnerships.
a.
Unlimited liability
b.
Personal liability
c.
Limited liability
d.
None of the above
 

 14. 

The value of the limited partners’ investment in the business.
a.
Departure
b.
Contribution
c.
Deposit
d.
Valuation
 

 15. 

The documentation that must be filed with the state to create a limited partnership.
a.
Certificate of incorporation
b.
Certificate of liability
c.
Certificate of recognition
d.
Certificate of limited partnership
 

 16. 

One item that a limited partnership must provide the state is the identification of a person who will receive all civil suits and act as agent for the limited partnership in civil actions. What is this person called?
a.
Agent for service of process
b.
Dual agent
c.
Agent of liability
d.
Accounted agent
 

 17. 

The name for the document that creates the limited partnership.
a.
Limited partnership contract
b.
Limited partnership document
c.
Limited partnership agreement
d.
Limited partnership statement
 

 18. 

All of the following are fiduciary duties owed by general partners to limited partners except:
a.
Duty to act in good faith
b.
Duty to support decisions
c.
Duty of fairness
d.
Duty of loyalty
 

 19. 

A limited partnership agreement contains which of the following?
a.
The duties and responsibilities of general partners
b.
Remedies available for breach of those duties
c.
Distribution of profits and losses
d.
All of the above are normally contained in a limited partnership agreement
 

 20. 

The term that describes when persons put their own interests ahead of those of the business to which they owe a fiduciary duty.
a.
Negligent misrepresentation
b.
Fraud
c.
Negligence
d.
Self-dealing
 



 
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