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241 - Small businesses, entrepreneurs, and general partners.
Small businesses, entrepreneurs, and general partners
20
Accounting
Undergraduate 4
11/21/2011

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Cards

Term
entrepreneur
Definition
a person who forms and operates a new business either by himself or with others
Term
sole proprietorship
Definition
a form of business in which the owner is actually the business; the business is not a separate legal entity
Term
general partnership
Definition
an association of two or more personal to carry on as co-owners of a business for profit
Term
general partners
Definition
persons liable for the debts and obligations of a general partnership
Term
Uniform Partnership Act (UPA)
Definition
a model act that codifies partnership law. Most states have adopted the UPA in whole or in part.
Term
partnership agreement
Definition
a written agreement that partners sign, also called articles of partnership
Term
right to participate in management
Definition
a situation in which, unless otherwise agreed, each partner has a right to participate in the management of a partnership and has an equal vote on partnership matters.
Term
indemnification
Definition
the right of a partner to be reimbursed for expenditures incurred on behalf of he partnership
Term
duty of loyalty
Definition
a duty that a partner owes not to act adversely to the interests of the partnership
Term
duty of care
Definition
the obligation partners owe to use the same level of care and skill that a reasonable person in the same position would use in the same circumstances. A breach of the duty of care is negligence.
Term
duty to inform
Definition
a duty a partner owes to inform his or her co-partners of all information he or she possesses that is relevant to the affairs of the partnership.
Term
duty of obedience
Definition
a duty that requires partners to adhere to the provisions of the partnership agreement and the decisions of the partnership.
Term
action for an accounting
Definition
a formal judicial proceeding in which the court is authorized to (1) review the partnership and the partners' transactions and (2) award each partner his or her share of the partnership assets.
Term
joint and several liability
Definition
tort liability of partners together and individually. A plaintiff can sue one or more partners separately. If successful, the plaintiff can recover the entire amount of the judgment from any or all of the defendant-partners who have been found liable.
Term
joint liability
Definition
liability of partners for contracts and debts of the partnership. A plaintiff must name the partnership and all of the partners as defendants in a lawsuit.
Term
partnership for a term
Definition
a partnership created for a fixed duration.
Term
partnership at will
Definition
a partnership created with no fixed duration.
Term
dissolution
Definition
the change in the relation of the partners caused by any partner ceasing to be associated in the carrying on of the business
Term
winding up
Definition
the process of liquidating a partnership's assets and distribution the proceeds to satisfy claims against the partnership
Term
wrongful dissolution
Definition
a situation in which a partner withdraws from a partnership without having the right to do so at that time
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