AGENCY & PARTNERSHIP
Final Examination Grading Key, Fall 2005
QUESTION I
153 points
| Discussion of control master may
exercise over details of work |
36 points _______ |
| Whether one employed is in
distinct occupation or business |
9 points _______ |
| Whether the employer or workman supplies
tools |
9 points _______ |
| Length of time for which the person is
employed |
9 points _______ |
| The skill required in the particular occupation |
9 points _______ |
| Whether the work is a part of regular
business of the employer |
9 points _______ |
| The method of payment, whether by the job or
by the hour |
9 points _______ |
| Whether the principal is or is not in business |
9 points _______ |
| Has student expressed unequivocal opinion on
Papa Jim's issue? |
9 points _______ |
| Has student expressed unequivocal opinion on Hopkins question? |
9 points _______ |
| Further credit for in-depth discussion of all issues |
36 points _______ |
QUESTION II
156 points
II-A: What may a limited partner do
without losing limited-liability status?
| Be a contractor |
3 points _______ |
| or agent |
3 points _______ |
| or employee |
3 points _______ |
| Of the partnership |
3 points _______ |
| or of corporate general partner |
3 points _______ |
| Be an officer or director of a corporate general partner |
3 points _______ |
| Consult with and advise general partners |
3 points _______ |
| Act as surety |
3 points _______ |
| Pursue a derivative action |
3 points _______ |
| Request or attend meeting of partners |
3 points _______ |
| Vote on any of the following: |
|
| continuation |
3 points _______ |
| dissolution |
3 points _______ |
| termination |
3 points _______ |
| liquidation |
3 points _______ |
| alienation |
3 points _______ |
| exchange |
3 points _______ |
| lease |
3 points _______ |
| mortgage |
3 points _______ |
| pledge |
3 points _______ |
| indebtedness other than in course |
3 points _______ |
| change in nature of business |
3 points _______ |
| admission of partner, general or limited |
3 points _______ |
| expulsion of partner, general or limited |
3 points _______ |
| withdrawal of partner, general or limited |
3 points _______ |
| transaction with conflict of interest |
3 points _______ |
| amendment of contract of partnership |
3 points _______ |
| liquidating of partnership |
3 points _______ |
II-B: Explain the difference between a
general partnership, limited partnership, etc.
General partnership
| Two or more general partners |
3 points _______ |
| Each must have proprietary interest |
3 points _______ |
| To combine efforts or resources |
3 points _______ |
| Sharing of profits and losses |
3 points _______ |
| Equal unless otherwise agreed |
3 points _______ |
| Participation in management |
3 points _______ |
| Partnership agreement need not be in writing |
3 points _______ |
| Unlimited liability |
3 points _______ |
| Further excellent discussion |
3 points _______ |
Limited partnership
| At least one general, one limited partner |
3 points _______ |
| Liability limited |
3 points _______ |
| Except for contribution |
3 points _______ |
| One general partner only is okay |
3 points _______ |
| Assumed name is fine |
3 points _______ |
| If commendam, firm name must so state |
3 points _______ |
| Articles must be in writing |
3 points _______ |
| And filed with secretary of state |
3 points _______ |
Limited liability partnership
| Add-on feature |
3 points _______ |
| To general or limited partnership |
3 points _______ |
| Limits tort liability only |
3 points _______ |
| Must be renewed annually |
3 points _______ |
Limited liability company
| May or may not have centralized management |
3 points _______ |
| May or may not have continuity |
3 points _______ |
| Liability limited as to all members |
3 points _______ |
| Minimum of one member |
3 points _______ |
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