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LLPs may choose to be taxed like a corporation or choose pass-through taxation treatment.

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In an LLP,generally all partners have liability protection for _______ and liabilities of the partnership.

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Stop Now LLP manufactures brake linings and sells its product to repair and maintenance shops for use as replacements for worn brakes.Stop Now approaches Coastal Garage and offers Coastal a very good price on the brake linings.Coastal is a nationwide company,and the order would be very large.The management at Coastal is very interested in dealing with Stop Now but is concerned with the LLP's limited liability protections for Stop Now's partners.What could Coastal do to protect itself from the LLP's limited liability protections?

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Coastal has two options for achieving th...

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John,Paul,Mark,and Luke have been operating an LLC,and according to the operating agreement,the term of the LLC is set to expire in the near future.What options do the four partners have?

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If they wish to continue the business,they must vote to do so.If they desire to set a new term with a fixed expiration date,they must vote unanimously to do so and the business will continue until that term expires.They may also vote to continue the business at will,with no set expiration date.The at-will option requires only a majority vote-in this case,three partners agreeing.Alternatively,the members could choose to simply allow the business to go into dissolution and terminate by doing nothing.

The process when an individual member of an LLC exercises the right to withdraw from the partnership is called _______.

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The designation "Smith Group,LLC" is a valid designation for an LLC.

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Though they may elect a different structure,for tax purposes,LLCs are typically treated as


A) nonprofit organizations.
B) hybrid entities.
C) corporate tax entities.
D) pass-through entities.

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In 1997,the IRS made LLCs


A) more attractive by eliminating strict operating requirements for qualifying as a partnership for tax purposes.
B) more attractive by changing the tax structure, making LLCs more profitable to operate.
C) less attractive by increasing and redefining operating requirements to properly identify LLCs and weed out companies misfiling for tax break purposes.
D) less attractive by eliminating taxation at the business level, making the LLC similar to the partnership for tax purposes.

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Many states have eased the filing requirements for creating an LLC,switching from requiring extensive amounts of information to now requiring minimal information similar to that required in a corporate filing.

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LLCs are frequently governed by an agreement of the parties called an LLC agreement or _______.

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Explain how LLCs are capitalized.

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LLCs are capitalized primarily through d...

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The ability to flow through to the investors the tax deductions and losses that are typically generated by an emerging company or a company with significant up-front debt is an advantage of a


A) corporate tax structure.
B) pass-through entity.
C) member-managed LLC.
D) manager-managed LLC.

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The ability to distribute earnings without incurring double-level taxation is an advantage of a


A) pass-through entity.
B) corporate tax structure.
C) member-managed LLC.
D) manager-managed LLC.

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Typically,day-to-day decision making in a manager-managed LLC is performed by


A) the individual principal who filed the initial paperwork to form the business.
B) its board of directors.
C) the top 10 percent of the principal investors.
D) its managing members.

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LLCs are not permitted to capitalize by selling equity ownership in the LLC itself.

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An LLC can last until a specified term expires.

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Which of the following would not generally be formed as an LLP?


A) Three frat brothers opening a bar.
B) Two attorneys operating a law firm.
C) Four licensed physical therapists running a clinic.
D) Twenty CPAs running an accounting firm.

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A

In an LLP,any income is taxed


A) when distributed to shareholders.
B) at the end of the fiscal year.
C) at the level of the entity.
D) only when distributed to its partners.

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An LLC member with ownership sufficient to decide or veto internal operational matters is called a _______ member.

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controlling

Which of the following is not a characteristic of an LLC?


A) May elect to be taxed as a corporation.
B) Usually capitalized via debt.
C) Its members are not personally liable for any business debt or liability.
D) Only its managing members owe a fiduciary duty to other members.

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