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Chapter 18 - Limited Liability Business Forms The Legal Environment of Business - 9th Edition by Cross, Miller

Terms in this set (11)

articles of organization

The document filed with a designated state official by which a limited liability company is formed.

certificate of limited partnership

The basic document filed with a designated state official by which a limited partnership is formed.

family limited liability partnership (FLLP)

A limited liability partnership (LLP) in which the majority of the partners are persons related to each other. A person acting in a fiduciary capacity for persons so related could also be a partner. All of the partners must be natural persons or persons acting in a fiduciary capacity for the benefit of natural persons.

general partner

In a limited partnership, a partner who assumes responsibility for the management of the partnership and liability for all partnership debts.

limited liability company (LLC)

A hybrid form of business enterprise that offer the limited liability of the corporation but the tax advantage ofs of a partnership.

limited liability limited partnership (LLLP)

A type of limited partnership. The difference between a limited partnership and this type of partnership is that the liability of the general partner in this type of partnership is the same as the liability of a limited partner. That is, the liability of all partners is limited to the amount of their investments in the firm.

limited liability partnership (LLP)

A form of partnership that allows professions to enjoy the tax benefits of a partnership while limiting their personal liability for the malpractice of other partners.

limited partner

In a limited partnership, a partner who contributes capital to the partnership but has no right to participate in the management and operation of the business. The limited partner assumes no liability for partnership debts beyond the capital contributed.

limited partnership (LP)

A partnership consisting of one or more general partners (who manage the business and are liable to the full extent of their personal assets for debts of the partnership) and one or more limited partners (who contribute only assets and are liable only to the extent of their contributions).

member

The term used to designate a person who has an ownership interest in a limited liability company.

operating agreement

In a limited liability company, an agreement in which the members set forth the details of how the business will be managed and operated.

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What is the difference between a general limited and limited liability partnership?

In the case of a limited partnership, the general partners have unlimited liability. And while a limited partnership provides the limited partners with minimal liability, they have to be careful not to participate in management or risk losing their limited liability status.

What is the difference between a partnership and a limited partnership?

The main difference between these partnerships is that general partners have full operational control of a business and unlimited liability. Limited partners have less liability and do not take part in day-to-day business operations.