Question 1

Partners are required to participate in winding up the partnership.

Accepted Answer

Partners are not strictly required to participate in the winding-up process of a partnership; this task can be delegated to one or more partners or even to an external party.

Question 2

Notification to one partner of any matter relating to partnership affairs is effective immediately as notice to the partnership.

Accepted Answer

This is true according to the Uniform Partnership Act.

Question 3

"Dissolution" of a partnership and "termination" of a partnership are synonymous.

Accepted Answer

"Dissolution" and "termination" are not the same thing. Dissolution refers to the process of ending the partnership agreement, while termination refers to the process of winding up the partnership's affairs and distributing assets after it has already been dissolved.

Question 4

If a partner has paid more than his share of partnership losses, he has a right of contribution against the partners who have not paid their share.

Accepted Answer

According to the principle of contribution in a partnership, if a partner has paid more than his share of losses, he can claim the excess amount from the other partners who have not paid their share. This provides for an equitable distribution of losses among all the partners.

Question 5

A partner has implied authority to hire and fire employees whose services are necessary to carry on the partnership business.

Accepted Answer

A partner's implied authority includes taking actions necessary to carry on the partnership business, which includes hiring and firing employees.

Question 6

Any partner by himself has the power to dissolve a term partnership by giving notice to the other partners.

Accepted Answer

In a term partnership, which is a partnership set for a specific duration, one partner cannot unilaterally dissolve the partnership by simply giving notice to the other partners. Dissolution under these circumstances typically requires mutual agreement or circumstances outlined in the partnership agreement.

Question 7

Under the RUPA, a judgment creditor of a partnership may first attempt to enforce a judgment against either the separate assets of a partner or the partnership itself.

Accepted Answer

The answer of Under the RUPA, a judgment creditor of...

Question 8

Upon dissolution, a partner still has authority to complete existing contracts.

Accepted Answer

According to the Uniform Partnership Act, upon dissolution, a partner still has authority to complete existing contracts unless the other parties to the contract are notified of the dissolution.

Question 9

A person admitted into an existing partnership is personally liable for all of the obligations of the partnership arising before his admission.

Accepted Answer

A person admitted into an existing partnership is not automatically personally liable for obligations of the partnership that arose before their admission. They may become liable to the extent agreed upon in the partnership agreement or by subsequent agreement with the creditors.

Question 10

Takira leaves the Coastal Area Accounting Partnership.She may immediately compete with the partnership for new clients and may collect and keep the fees she earns from both new clients and from old clients on account of transactions she completes from her partnership with Coastal Area .

Accepted Answer

Takira is bound by the non-compete clause that is common in partnership agreements. As per this clause, she cannot immediately compete with the partnership for new clients, and any fees earned from old clients on account of transactions she completes from her partnership with Coastal Area will still belong to the partnership.

Question 11

Upon dissolution of a partnership, all authority of a partner to act on behalf of the partnership terminates.

Accepted Answer

Upon dissolution of a partnership, a partner retains the authority to perform acts appropriate for winding up partnership affairs or completing transactions unfinished at dissolution, but cannot bind the partnership to new undertakings.

Question 12

The UPA marshaling of assets doctrine is expanded by the RUPA.

Accepted Answer

The answer of The UPA marshaling of assets doctrine is...

Question 13

Under the RUPA, dissolution occurs automatically upon the happening of an event specified in the partnership agreement as resulting in dissolution.The partners may not agree to continue the business.

Accepted Answer

Under the RUPA, the partners may agree to continue the business even after the happening of an event specified in the partnership agreement as resulting in dissolution.

Question 14

Respondeat superior has no application to situations where a partner commits a tort, because only the partner and not the partnership is liable.

Accepted Answer

Respondeat superior can apply to situations where a partner commits a tort, depending on the circumstances. If the partner was acting within the scope of partnership business or with the authority of the partnership, the partnership may be held liable under the doctrine of respondeat superior. However, if the partner acted outside of the scope of partnership business or without authority, only the partner may be held liable for the tort.

Question 15

Aileen, Jamie, and Delmer are partners in a florist shop.If Delmer engages in conduct that makes it not reasonably practicable to carry on the business, the partnership is dissolved by operation of law.

Accepted Answer

The partnership is not automatically dissolved by operation of law due to a partner's conduct making it not reasonably practicable to carry on the business. Instead, the other partners may need to seek a judicial dissolution or agree upon dissolution according to the partnership agreement or applicable partnership laws.

Question 16

The actual express authority of partners must be specifically set forth in the partnership agreement.

Accepted Answer

While the partnership agreement may outline some of the authority and responsibilities of the partners, their actual express authority may also be defined by state law and any additional agreements or contracts they enter into. It is not solely dependent on the partnership agreement.

Question 17

The RUPA requires a central filing of a statement of partnership authority specifying the names of partners authorized to execute instruments transferring real property held in the name of the partnership.

Accepted Answer

The answer of The RUPA requires a central filing of...

Question 18

Under the UPA, a creditor of a partnership must name all the partners as defendants in a suit on a contract obligation of the partnership.

Accepted Answer

This is known as the "entity theory" of partnerships, where the partnership itself is seen as a separate legal entity from its individual partners. Therefore, a creditor must name all the partners as defendants in a suit on a contract obligation of the partnership.

Question 19

Powell falsely tells Dunagan that she is a member of the partnership of Morgan and Stiles.Dunagan mentions this information to Trammell, who in reliance sells equipment on credit to Morgan and Stiles.Trammell can hold Powell liable for the misrepresentation.

Accepted Answer

The answer of Powell falsely tells Dunagan that she is...

Question 20

Much of the law of partnership is the law of agency.

Accepted Answer

In a partnership, each partner acts as an agent for the partnership and for the other partners, making decisions and entering into agreements that bind the partnership and each partner. This is a fundamental aspect of partnership law, which incorporates principles of agency law.

Quiz 31: Operation and Dissolution of General Partnerships