The Law of Corporations and Other Business Organizations
Chapter Glossary
| full shield statutes | Laws that provide that obligations of the partnership belong solely to the partnership and that partners are not personally liable for any partnership obligations. |
| joint and several | Both together and individually. For example, a liability or debt is joint and several if the creditor may sue the debtors either together as a group (with the result that the debtors would have to split the loss) or individually (with the result that one debtor might have to pay the whole thing). |
| limited liability limited partnership | A type of limited partnership permissible in some states in which the general partners have less than full liability for the actions of other general partners. |
| limited liability partnership | A partnership in which the partners have less than full liability for the actions of other partners, but full liability for their own actions. |
| partial shield statutes | Laws designed to protect individual partners from incurring personal liability for partnership debts and obligations arising specifically from the negligence and wrongdoing of other partners. |
| rules of professional conduct | American Bar Association rules stating and explaining what lawyers must do, must not do, should do, and should not do. They cover the field of legal ethics (a lawyer’s obligations to clients, courts, other lawyers, and the public) and have been adopted in modified forms by most of the states. |
| statement of qualification | With regard to limited liability partnerships, this is the document filed by general partnerships to elect limited liability partnership status. With regard to limited liability limited partnerships, this is the document filed by limited partnerships to elect limited liability limited partnership status. |