limited partnership Flashcards

1
Q

requirements of LP

A

at least 1 general partner and 1 limited partner

file certificate of LP with virginia

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2
Q

what benefits do limited partners have?

A

no personal liability

only liable limited to their capital contributions

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3
Q

what goes in certificate of LP?

A

name
address
state agent
name and address of every GP

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4
Q

how would you add additional limited partners after creation?

A

written consent of all partners

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5
Q

what can a limited partner do?

A

vote to extent allowed

inspect records

transact BA and make loans

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6
Q

how does a limited partner lose protection?

A

participate in control of BA

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7
Q

what doesnt count as participating in control?

A

acting as agent

consults w/ GP

attending meetings and winding up

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8
Q

how does dissociation work for general partners?

A

same as a normal partnersho[

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9
Q

limited partner derivative action

A

limited partner has right to bring derivative action on behalf of LP

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