BUSINESS LAW AND REGULATIONS

Can you please help me answer these? Tyia!

Obligations of Partners 1. Which of the following partners is NOT allowed to participate in the management of a partnership? a. Capitalist partner b. Industrial partner c. Nominal partner d. Managing partner 2. Which of the following rules of partnership management is NOT observed when the manner of management has not been agreed upon? Re a. All the partners shall be considered agents of the partnership or all of them are managers.| b. Whatever any of the partners may do alone shall bind the partnership. c. In case of opposition of the other partners, the decision of the majority shall prevail and the decision of the partners owning the controlling interest shall prevail in case of tie. d. Any of the partners may make any important alteration in the immovable property of the partnership without the consent of the others if it may be useful to the partnership. 3. How shall the profits and losses of the partnership be distributed among the partners? a. It should be divided equally. b. It should be divided according to their profits and losses sharing agreement. c. It should be divided proportionately in accordance with capital contribution. d. It should be divided according to what type of partner they are. 4. In the absence of agreement as to the sharing of profits, how shall industrial partner share with it? a. The industrial partner shall first receive a just and equitable share in the profits before distribution to capitalist partners. b. The industrial partner shall share po be basis of loss agreement ratio. c. The industrial partner shall receive an equal share in profit. d. The industrial partner shall receive the lowest share received by a capitalist partner. 5. Which of the following rules of partnership management is NOT observed when a partner has been appointed as manager in the articles of co-partnership? a. The managing partner may execute all acts of administration despite the opposition of his partners unless he acts in bad faith. b. With just or lawful cause or if the managing partner acts in bad faith, the revocation of the power of the managing partner can be made by the vote of the partners representing the controlling interest. c. Without just or lawful cause or if the managing partner acts in bad faith, the revocation of the power of the managing partner can be made only with the consent of all the partners including the managing partner. d. The managing partner's decision on acts of administration may be reversed by the vote of majority of the partners. 6. Which of the following partners is prohibited in engaging in businesses other than the partnership he is involved in? a. Capitalist partner b. Industrial partner\fc. Death of any partner. d. Other circumstances that render a dissolution equitable. 3. Who shall have the right or authority to liquidate or wind up the partnership affairs? a. The liquidating partner agreed upon by the partners b. The partners who have not wrongfully dissolved the partnership c. The legal representative of the last surviving partner, not insolvent d. Any of the above 4. Indicate the property order on priority of claims against the separate property of a debtor who is insolvent or whose estate is insolvent. I. Those owing to separate creditors Il. Those owing to partnership creditors Ill. Those owing to partners by way of contribution a. 1-1I- III b. II-1-10 c. Ill-II-1 5. When may a partner, his legal representative, or assignee ask for liquidation or winding up of partnership affairs by the court? a. When there is no agreement as to who shall wind up the partnership affairs b. When there is no violation of articles of co-partnership c. When said partner violated the articles of co-partnership d. When said partner or legal representative or assignee shows valid cause for liquidation Limited Partnership 1.In a limited partnership where there are four (4) partners: a. All partners must be limited partners. b. It is enough that there is one (1) limited partner; the rest may all be general partners. c. The number of limited partners must be equal to the number of general partners (2:2). d. The number of limited partners must be greater than the number of general partners (3:1). 2. Which of the following may a limited partner contribute? a. Money and/or property b. Money and/or services c. Property and/ or services d. Services only3. What is the effect if there is NO substantial compliance with the registration of certificate of limited co- partnership with the SEC? a. The partnership contract is null and void. b. The limited partnership exists. c. The partnership will be considered a general partnership. d. The partnership will be considered a universal partnership. 4. Where there are several limited partners the members may agree that one or more of the limited partners shall have a priority over other limited partners as to the return of their contributions, as to their compensation by way of income, or as to any other matter. What is the formality required by law for this agreement to be binding among the partners? a. It shall be stated in the certificate of limited co-partnership. b. The agreement must be notarized. c. The agreement must be in writing. d. The agreement must be registered in the Registry of Property. 5. When may a limited partner be liable pro-rata and subsidiarily like a general partner to the partnership creditors? a. If he allows his name to be included in the partnership name contrary to allowed instances of law b. If he takes part in the control or management of the business c. Either A or B d. Neither A nor B 6. A limited partner shall have the following rights enjoyed by a general partner, EXCEPT: a. Have the partnership books kept at the principal place of business of the partnership, and at a reasonable hour to inspect and copy any of them. b. Have on demand true and full information of all things affecting the partnership, and a formal account of partnership affairs whenever circumstances render it just and reasonable. c. Have dissolution and winding up by decree of court. d. Have the power to participate in the control and management of the partnership business. 7. When is the certificate of limited co-partnership required to be canceled? a. When the partnership is dissolved b. When all limited partners cease to be such c. Either A or B d. Neither A nor B