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Lisa is a limited partner in a limited partnership. Jen, one of the other limited partners, is seeking to sell her interest in the partnership to Karen and allow Karen to become a new limited partner. Which of the following statements is true?
Suggested Answer: D
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Choice 'd' is correct. Limited partners have the right to vote on the transfer of interest and admission of a new partner. Admission of a new partner requires unanimous consent.
Choice 'a' is incorrect. A limited partner who acts as a general partner loses her limited liability status to those she acted as a general partner towards.
Choice 'b' is incorrect. Partners can freely transfer their interests in profits and losses to third parties, but the third party cannot become a limited partner without the unanimous consent of the other partners.
Choice 'c' is incorrect. Limited partners must give 6 months notice of withdrawal in absence of an agreement to the contrary.
36 comments · newest first
AN
Annmarie
10 months ago
D sounds right, Lisa should have a say in this!
KA
Kathrine
10 months ago
Wait, can Jen really just sell her interest like that?
TE
Teri
10 months ago
I think B is true, no need for approval!
JO
Jose
10 months ago
A is definitely wrong, limited partners can't manage.
RE
Rebecka
10 months ago
C is a no-go, notice is usually required.
GI
Gilma
11 months ago
I vaguely recall that withdrawing from a limited partnership usually requires notice. So, C seems unlikely to be true.
CA
Carla
11 months ago
I practiced a question similar to this, and I think limited partners have some rights regarding transfers. D might be the right choice.
VI
Vince
11 months ago
I’m not sure, but I feel like Jen might need approval from the other partners to transfer her interest. B could be tricky.
DE
Denae
11 months ago
I think I remember that limited partners generally can't manage the partnership without risking their liability. So, A seems wrong.
MA
Mary
12 months ago
This question is testing my knowledge of limited partnership law. I'll need to review my notes and make sure I understand the distinctions between the answer choices.
TH
Thaddeus
12 months ago
I'm feeling pretty confident about this one. The rules around limited partner rights and withdrawals seem clear to me.
CH
Cherry
12 months ago
Okay, I think I've got a handle on this. The key is understanding the limitations on a limited partner's involvement in management and the requirements for transferring interests.
RU
Rusty
1 year ago
Hmm, I'm a bit unsure about the specifics of limited partner transfers and approvals. I'll need to think through the options carefully.
SO
Solange
1 year ago
This seems like a straightforward limited partnership question. I'll need to carefully review the key details about limited partners' rights and responsibilities.
HU
Hubert
1 year ago
D is the way to go. Lisa's got to have a vote on this, otherwise it's not a fair process.
HE
Helene
1 year ago
D) Lisa has a right to vote on the transferring of interest to and admission of Karen as a limited partner.
LE
Leonida
1 year ago
B) Jen may transfer her interest and make Karen a new limited partner without the approval of the other partners.
RE
Reta
1 year ago
A) Lisa may engage in the management of the limited partnership without losing her limited liability.
TH
Thea
1 year ago
Haha, imagine Lisa trying to manage the partnership and still keep her limited liability. What a joke!
JO
Joanna
1 year ago
D) Lisa has a right to vote on the transferring of interest to and admission of Karen as a limited partner.
GI
Gianna
1 year ago
B) No way, that's not how it works. Lisa can't manage and keep her limited liability.
MI
Mireya
1 year ago
A) Lisa may engage in the management of the limited partnership without losing her limited liability.
GE
Gerald
1 year ago
I think C is a trick question. Limited partners can't just withdraw without notice.
FE
Felix
1 year ago
I agree, C is definitely a trick question. Limited partners can't just withdraw without notice.
GE
Georgeanna
1 year ago
B) Jen may transfer her interest and make Karen a new limited partner without the approval of the other partners.
LE
Lea
1 year ago
A) Lisa may engage in the management of the limited partnership without losing her limited liability.
JE
Jettie
1 year ago
B is definitely not true. You can't just transfer your interest without approval.
EF
Effie
1 year ago
B is definitely not true. You can't just transfer your interest without approval.
WE
Wenona
1 year ago
D) Lisa has a right to vote on the transferring of interest to and admission of Karen as a limited partner.
NA
Nakisha
1 year ago
A) Lisa may engage in the management of the limited partnership without losing her limited liability.
VI
Vi
1 year ago
D seems like the right answer. Lisa should have a say in who becomes a new partner.
MA
Marta
1 year ago
Yes, it's important for all partners to have a say in such decisions. Lisa's rights should be protected.
FA
Fausto
1 year ago
I agree, D is the correct answer. Lisa should definitely have a say in the admission of a new partner.
GO
Goldie
1 year ago
But if Lisa engages in management, wouldn't she lose her limited liability?
RO
Rosalyn
2 years ago
I disagree, I believe the answer is A.
GO
Goldie
2 years ago
I think the answer is D.