Other Forms

Question 1

LP

Answer 1

File Cert of LP w/ State

Fid Duties: GPs owe, LPs no

GPs manage (maj vote), but unanimous vote of GP/LPs for extraordinary events

P/L: allocated by cont’s

Liabilities: GPS personally liable, LPs not

Question 2

LLP

Answer 2

PShip w/ only LPs

File Statement of Qualification w/ State

Question 3

LLC

Answer 3

File Article of Org. w/ State

Fid Duties: members owe to LLC and each other (care (gross neg.) and loyalty)

Managed by all members (or manager)

P/L: allocated by cont’s

Membership Int: like PShip

Dissociation: wrongful = damages

Dissolution: stated event, consent of all members, judicial dissolution from member application