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Generally,a dissociated member of a limited liability company (LLC)has the right to buy his or her interest in the LLC from the other members.

A) True
B) False

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Jim is considering forms of business organization,including the limited liability company (LLC) ,for his business-Kettle Popt-Korn.Most states require that an LLC have​


A) a corporate veil,but no minimum number of participants.
B) at least one member.
C) at least two members.
D) at least one non-member manager.

E) B) and C)
F) A) and C)

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In a limited partnership,a general partner's dissociation from the firm normally will lead to dissolution unless all partners agree to continue the business.

A) True
B) False

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Phone Apps,LLC,is a limited liability company.Among its members,a dispute arises that the operating agreement does not cover.The dispute is governed by​


A) the applicable state LLC statute.
B) the Uniform Limited Liability Company Act.
C) the principles of partnership law.
D) the federal LLC statutes.

E) A) and B)
F) A) and C)

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Foreign investors cannot participate in a limited liability company.

A) True
B) False

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Commercial Credit & Finance is a limited partner-ship.Derry,Eleni,and Frey are the general partners.Derry dies.The partnership can​


A) continue only after a distribution of its assets.
B) continue only as a general partnership.
C) continue only if Eleni and Frey consent.
D) not continue because Derry's death dissolves the firm.

E) A) and D)
F) A) and C)

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Cherry Creek Development,LP,is a limited partnership that invests in residential real estate projects.Its limited partners include more than 150 sophisticated investors and investment professionals.A Cherry Creek limited partner loses his or her limited liability if he or she​


A) participates in the firm's management.
B) does not participate in the firm's management.
C) invests in a project that Cherry Creek has declined.
D) votes to sell or dissolve the firm.

E) All of the above
F) A) and B)

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Every limited liability company is a citizen of every state.

A) True
B) False

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To form a limited liability company,articles of organization must be filed with the federal Small Business Administration.

A) True
B) False

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Jess and Keri are members of Livewire LLC,a limited liability company.In most situations,with respect to Livewire's debts,Jess and Keri are shielded from​


A) all liability.
B) no liability.
C) personal liability.
D) "corporate veil" liability.

E) B) and C)
F) All of the above

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Nick and Orlando are limited partners in Port City Exports,a limited partnership.To avoid personal liability for the firm's obligations,they must not​


A) acquire an interest in the firm.
B) contribute property to the firm.
C) engage in activities independent of the firm's business.
D) participate in the firm's management.

E) C) and D)
F) A) and B)

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Brent and Char are limited partners in Dental Center,a limited partnership.In terms of the firm's books and information regarding partnership business,Brent and Char are entitled to​


A) access in proportion to their participation in management of the firm.
B) access to the parts that directly relate to their capital contributions.
C) no access.
D) complete access.

E) A) and D)
F) A) and C)

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Marie.Nicole,and Olga want to form Pharma Sales,LLC (limited liability company).What should they provide in their operating agreement? If they fail to include some important operating details,what determines these details?​

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The provisions of a limited liability co...

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Tax Accounting,LLC,is a member-managed limited liability company.If the law in Tax Accounting's state is like the law in most states,unless the members have agreed otherwise,voting rights are apportioned according to​


A) capital contributions.
B) participation in management.
C) the number of members.
D) members' seniority.

E) B) and C)
F) All of the above

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Ben is a general partner in Cut-Rate Shipping,LLLP,a limited liability limited partnership,which cannot pay its debts.Ben is personally liable for the debts​


A) in proportion to the number of partners in the firm.
B) to no extent.
C) to the extent of his capital contribution.
D) to the full extent.

E) All of the above
F) C) and D)

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Custom Auto,LLC,is a limited liability company.Its members include Dennis and Emma.Like other LLCs with more than one member,unless indicated otherwise,the firm will automatically be taxed as​


A) a person.
B) a corporation.
C) a sole proprietorship.
D) a partnership.

E) A) and B)
F) C) and D)

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A limited partnership can be dissolved by court decree.

A) True
B) False

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Roma and Swain are partners in Roma & Swain Attorneys,LLP,a limited liability partnership.Roma supervises their firm's associate Taylor,who negligently fails to appear in court on behalf of Umberto,a client.Liability to Umberto rests only with​


A) Roma and Taylor.
B) Roma.
C) Taylor.
D) Roma and Swain.

E) None of the above
F) A) and B)

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Gas,LP,is a limited partnership to which its partners have contributed capital.Gas's creditors include Piping,Inc.On Gas's dissolution,its assets will be distributed to pay​


A) the partners and Piping proportionately.
B) the partners before Piping.
C) Piping before the partners.
D) neither Piping nor the partners.

E) All of the above
F) A) and C)

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Beth and Carol want to form a limited liability company to manage their business,DoReMi Music.Their state has adopted the Uniform Limited Liability Company Act,which has been adopted in​


A) all states.
B) no state.
C) less than one-fifth of the states.
D) about half of the states.

E) None of the above
F) A) and B)

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