A partner withdrew from a general partnership. The partnership removed the partner from internal records but did not notify a long-time supplier and did not update its public website for several months. The former partne...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
A limited partner sold her entire LP interest to a buyer. The partnership agreement required general partner consent before a transferee could become a substituted limited partner, and no consent was given. The buyer now...
Citations: Uniform Limited Partnership Act principles
A partner sold "my entire interest in the partnership" to an outside investor. The other partners did not consent to admitting the investor as a partner. The investor now demands the right to vote on ordinary business de...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
A general partnership owed $90,000 to a supplier. One month later, Dana was admitted as a new partner and contributed $30,000 to the partnership. The supplier now seeks to collect the old debt from Dana's personal bank a...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
A limited partner gives valid notice of withdrawal under the partnership agreement. The former limited partner then demands direct title to 20 percent of the LP's equipment and claims the right to sign a new customer con...
Citations: Uniform Limited Partnership Act principles
A partner in a landscaping partnership learned from a partnership customer that a large apartment complex needed a long-term maintenance contract. Without telling the other partners, she formed a separate company, used t...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
A partner spent 30 hours each week running a partnership's store. The partnership agreement was silent on compensation. At the end of the year, the partner demanded a market-rate salary in addition to her share of profit...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
A properly formed limited partnership defaults on a supplier contract. The supplier seeks to collect from a passive limited partner's personal assets solely because the limited partner owns a 40 percent limited partner i...
Citations: Uniform Limited Partnership Act principles
A properly formed limited partnership has one general partner and eight limited partners. A supplier asks who ordinarily has authority to manage the LP's ordinary business and place ordinary inventory orders for the LP...
Citations: Uniform Limited Partnership Act principles
A three-person general partnership has no written agreement. One partner contributed most of the money, one contributed most of the labor, and one joined later but was admitted as an equal partner. They now disagree over...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
Park, Quinn, and Ruiz operated a general partnership that leased small warehouses to local vendors. Park learned, through a partnership client list and renewal calendar, that one of the partnership's best tenants was abo...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
Sim and Tarlow practice architecture through Sim & Tarlow LLP. The partnership properly filed its LLP registration before the events at issue. Sim negligently approved structural drawings for a client project, causing th...
Citations: Uniform Partnership Act LLP principles
Three partners formed a general partnership without a written agreement. One contributed 70 percent of the startup cash, another contributed 30 percent, and the third contributed only services. They did not discuss profi...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
Three partners operate Ridge Outdoor, a general partnership that sells camping gear. Their partnership agreement says that no partner may place a single inventory order over $20,000 without unanimous consent. The partner...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
Two accountants, Vega and Wynn, operated a general partnership. On January 5, they signed a partnership agreement stating, "The firm will operate as an LLP, and neither partner will be personally liable for firm debts."...
Citations: Uniform Partnership Act LLP principles
Two lawyers, Chen and Diaz, practiced as a general partnership under the name C&D Legal Services. They employed a paralegal to deliver signed filings to court. While making a filing delivery for the firm, the paralegal n...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
...er for an unrelated car loan. The creditor wants to collect by taking partnership equipment and voting the debtor partner's interest to force a sale of the business. What is the creditor's usual remedy against the partne...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
...tions without disrupting LP ownership and governance. Uniform Limited Partnership Act principles
Citations: Uniform Limited Partnership Act principles
...confusing those rights with control-based liability. Uniform Limited Partnership Act principles
Citations: Uniform Limited Partnership Act principles
...voluntarily assume personal liability by signing a guaranty. Uniform Partnership Act LLP principles
Citations: Uniform Partnership Act LLP principles
...emain, while innocent partners receive a status-based shield. Uniform Partnership Act LLP principles
Citations: Uniform Partnership Act LLP principles
...ich statement is most accurate as to the supplier's claim against the partnership? The acting partner placed an ordinary inventory order with a supplier that lacked notice of the internal limit, so the partnership is lik...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
...ur second truck." When the truck caused a catering loss, Blake denied partnership status and argued that he was only a consultant because the written agreement said so. (a) Did Ari and Blake likely form a general partner...
Citations: Uniform Partnership Act and Revised Uniform Partnership Act principles
...ng Jenna as general partner and Kai as limited partner. Kai's limited partnership agreement allowed him to approve annual budgets, vote on admitting new partners, inspect financial records, and consult with Jenna about s...
Citations: Uniform Limited Partnership Act principles
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