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Terms in this set (26)limited partnership a type of partnership that has two types of partners; (1) general partners and (2) limited partners. general partners partners in a limited partnership who invest capital, manage the business, and are personally liable for partnership debts. limited partners partners in a limited partnership who invest capital but do not participate in management and are not personally liable for partnership debts beyond their capital contributions uniform limited partnership act (ULPA) a model law promulgated in 1916 for adoption by state legislatures to govern the relationship between the partners of a limited partnership. revised uniform limited partnership act (RULPA) a 1976 revision of the ULPA that provides a more modern, comprehensive law for the formation, operation, and dissolution of limited partnerships. certificate of limited partnership a document that two or more persons must execute and sign that makes a limited partnership legal and binding. defective formation occurs when (!!) a certificate of limited partnership is not properly filed, (2) there are defects in a certificate that is filed, or (3) some other statutory requirement for the creation of a limited partnership if not met. limited partnership agreement a document that sets forth the rights and duties of general and limited partners; the terms and conditions regarding the operation, termination and dissolution of a partnership; and so on domestic limited partnership a limited partnership in the state in which it was formed foreign limited partnership a limited partnership in all other states besides the one in which it was formed certificate of registration a document that permits a foreign limited partnership to transact business in a state. unlimited liability general partners have unlimited personal liability for the debts and obligations of the limited partnership master limited partnership (MLP) a form of limited partnership that is listed on stock exchanges and is publicly traded to provide liquidity. unit a single thing of any kind; a fixed quantity. limited liability of limited partners the limited liability of limited partners of a limited partnership only up to their capital contributions to the limited partnership; limited partners are not personally liable for the debts and obligations of the limited partnership. personal liability of general partners the unlimited personal liability of general partners of a limited partnership for the debts and obligation of the general partnerships personal guarantee where a creditor may require a partner to personally guarantee the repayment of the loan in order to extend credit limited liability partnership (LLP) A special form of partnership where all partners are limited partners and there are no general partners. articles of partnership a written partnership agreement; a document that must be filed with the secretary of state to form a limited liability partnership limited liability limited partnership (LLLP) a special type of limited partnership that has both general partners and limited partners where both the general and limited partners have limited liability and are not personally liable for the debts of the LLLP articles of limited liability limited partnership a written partnership agreement; a document that must be filed with the secretary of state to form a limited liability limited partnership certificate of limited liability limited partnership a document that is filed by an LLLP with the secretary of state's office to organize under state law. dissolve to terminate; bring to an end certificate of cancellation a document that is filed with the secretary of state upone the dissolution of a limited partnership decree of judicial dissolution a decree entered by a court that judicially dissolves a corporation on a specific date. winding up the process by which a dissolved partnerships assets are collected, liquidated, and distributed to creditors, shareholders, and other claimants.
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What is the difference between a general partnership and a limited partnership Brainly?Limited partnerships will have at least one general partner to man the day-to-day operations of the business. A general partner may invest money into the company. However, a general partner may also be personally liable for the debts of the company, while the limited partner is not.
What is a difference between a general partner and a limited partner with example?The single general partner gets a bigger share of the earnings in exchange for increased contributions and risk. The limited partners contribute capital but cannot be involved in the company's management. The liability of the limited partners is capped by the amount of capital they contribute.
What is the difference between a general partner and a limited partner give an example of a situation in which a person would want to be a limited partner quizlet?General partner is an owner who has unlimited liability and is active in managing the firm. Limited partner is an owner who invests money in the business, but enjoys limited liability. For example, Kate owns a law firm but her partner Lisa is investing her firm but she does not participated in day to day operations.
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