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ICAEW Law 09: Sole traders and partnerships. > 09. Limited Partnerships and Limited Liability Partnerships. > Flashcards

09. Limited Partnerships and Limited Liability Partnerships. Flashcards

(58 cards)

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1
Q

A limited liability partnership is a corporate body, which combines the features of an ordinary partnership with …

A

limited liability

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2
Q

LLPs are goverened by the …

A

Limited Liability Partnerships Act (2000)

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3
Q

An LLP is often appropriate for firms of professionals because it preserves the … of a partnership in the context of limited liability.

A

ethos

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4
Q

An LLP is often appropriate for firms of professionals because it preserves the ethos of a partnership in the context of …

A

limited liability

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5
Q

An LLP (is / is not) a separate legal entity from its partners.

A

is

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6
Q

An LLP (is / is not) chargeable to corporation tax.

A

is not

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7
Q

The partners of an LLP are taxed as …

A

individuals

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8
Q

An LLP (is / is not) an incorporated body.

A

is

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9
Q

An LLP has … capacity.

A

unlimited

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10
Q

The law relating to [ordinary] partnerships applies to LLPs only as far as provided for by the …

A

Limited Liability Partnerships Act (2000)

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11
Q

For a LLP to be incorporated, … or more persons carrying on a lawful business with a view to profit must have subscribed their names to an incorporation document.

A

two

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12
Q

For a LLP to be incorporated, two or more persons carrying on a … with a view to profit must have subscribed their names to an incorporation document.

A

lawful business

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13
Q

For a LLP to be incorporated, two or more persons carrying on a lawful business with a … must have subscribed their names to an incorporation document.

A

view to profit

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14
Q

For a LLP to be incorporated, two or more persons carrying on a lawful business with a view to profit must have … their names to an incorporation document.

A

subscribed

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15
Q

LLP incorporation document: N*, RO, M, SoISC

A

name

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16
Q

LLP incorporation document: N, RO*, M, SoISC

A

registered office

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17
Q

LLP incorporation document: N, RO, M* (IDM), SoISC

A

members

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18
Q

LLP incorporation document: N, RO, M, SoISC*

A

Statement of initial significant control.

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19
Q

LLP incorporation document: N, RO, M (IDM*), SoISC

A

including designated members

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20
Q

An LLP (is / is not) the same as a LIMITED partnership.

A

is not

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21
Q

LLPs (are / are not) governed by the Partnership Act (1890)

A

are not

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22
Q

Broadly speaking, the Limited Liability Partnerships Act (200) and the Limited Liability Partnerships Regulations (2001) apply the provisions of … legislation to LLPs, together with some default provisions from the Partnership Act (1890).

A

companies

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23
Q

There (is / is not) a maximum number of members of an LLP.

A

is not

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24
Q

New members in an LLP are admitted by … of the exising members.

25
An LLP (does / does not) have perpetual succession.
does
26
A change in membership of an LLP (does / does not) cause a 'new' LLP to exist.
does not
27
If a person continues 'alone' in an LLP for a period of more than ..., they become jointly and severally liable for partnership debts incurred during that time.
6 months
28
If a person continues 'alone' in an LLP for a period of more than 6 months, they become ... for partnership debts incurred during that time.
jointly and severally liable
29
An LLP (must / need not) publish annual accounts.
must
30
An LLP (is / is not) subject to audt.
is
31
Any change in membership, incuding changes in designated members, of an LLP must be submitted to the registrar within ...
14 days
32
An LLP (must / need not) deliver a confirmation statement to the registrar.
must
33
An LLP (must / need) not provide an equivalent to a directors' report.
need not
34
Every member of a limitied liability partnership is the ... of the limited liability partnership.
agent
35
A person to whom a member has transferred their interest in an LLP is only entitled to recieve that member's ...
profit share
36
A person to whom a member has transferred their interest in an LLP (is / is not) entitled to interfere in the management or administration of the business of the LLP.
is not
37
An LLP (is / is not) dissolved when a member leaves.
is not
38
An LLP is wound up in the same way as a ...
limited company
39
Withdrawals (drawings) made by members within ... may be clawed back if it can be shown that the member knew or had reasonable grounds to believe that the LLP was or would become insolvent.
2 years
40
Withdrawals (drawings) made by members within 2 years may be clawed back if it can be shown that the member knew or had reasonable grounds to believe that the LLP was or would become ...
insolvent
41
On winding up, past and present members may be required to contribute to the assets of the LLP to the extent provided for in the ...
LLP agreement
42
To form an LLP, at least ... members must subscribe their names to the registration document.
two
43
Upon the formation of an LLP, there must be at least ... DESIGNATED members.
two
44
The incorporation document for an LLP (may / may not) state that all members are 'designated' members.
may
45
Details of the assets of an LLP (must / need not) be given upon registration.
need not
46
The extent of liability of members (must / need not) be specified by an LLP upon incorporation.
need not
47
A member of an LLP may be personally liable for debts if they are found to have acted ...
negligently or criminally
48
A 'member' of an LLP may NOT bind it into a contract with a third party if that person knows that they have ... to do so.
no authority
49
A member of a LLP (may / may not) found gulity of fraudulent or wrongful trading.
may
50
An LLP (continues / must end) when one of its members leaves, dies or becomes bankrupt.
continues
51
A limited partnership is so limited under the Limited Partnerships Act (...).
1907
52
A 'limited' partner in a 'limited partnership' loses the limitation on their liability if they become involved in the ... of the partnership.
management
53
A '...' partner in a 'limited partnership' is involved in its management but has unlimited liability.
general
54
A 'general' partner in a 'limited partnership' is involved in its ... but has unlimited liability.
management
55
A 'general' partner in a 'limited partnership' is involved in its management but has unlimited ...
liability
56
A limited partnership under the 1907 act must have at least one ... partner and one limited partner.
general
57
A limited partnership under the 1907 act must have at least one general partner and one ... partner.
limited
58
A limited partnership must be registered with the ...
registrar

ICAEW Law 09: Sole traders and partnerships. (4 decks)

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