Uniform Partnership Act Flashcards, test questions and answers
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What is Uniform Partnership Act?
The Uniform Partnership Act (UPA) is a uniform act that provides a framework for the formation, governance, and dissolution of business partnerships. It was drafted by the National Conference of Commissioners on Uniform State Laws and approved in 1914. The UPA has been adopted, either fully or partially, by 47 states in the United States. The remaining three states have their own laws governing partnerships. The UPA provides a default set of rules for partnership agreements if none are specified in the agreement itself. These rules include setting out how profits and losses should be shared among partners; how decisions should be made; how accounts should be kept; and which actions require unanimous consent from all partners. Additionally, it outlines procedures to follow when a partner leaves or enters the agreement, such as requiring all other partners to provide notice to the new partner about any existing debts or liabilities that may affect their rights and obligations as members of the partnership. The UPA also grants limited liability protection to individual partners up to certain amounts unless there is an explicit agreement stating otherwise. This means that each partner is responsible only for his/her own contributions to the partnership instead of being held personally liable for any debts or liabilities incurred by other partners while they were part of the business venture. Finally, it provides guidance on dissolving a partnership including what steps must be taken before winding up operations; who will take ownership over assets after dissolution; and how disputes between parties should be resolved through arbitration or litigation if necessary.