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ACCA Applied Skills · Corporate and Business Law (Global) · Partnerships

Which of the following is a key difference between an LLP and a limited partnership (LP) under the usual rules?

The key difference is that an LLP has separate legal personality and all its members can have limited liability, while a limited partnership must include at least one general partner who has unlimited personal liability for the firm's debts.

  1. AAn LP has separate legal personality, whereas an LLP does not
  2. BAn LLP must have at least one member with unlimited liability, whereas an LP need not
  3. CAn LLP has separate legal personality and all members can have limited liability, whereas an LP must have at least one general partner with unlimited liabilityCorrect
  4. DThere is no difference because both are governed solely by the general law of partnership

Explanation

An LLP is a separate legal person in which all members can enjoy limited liability. A limited partnership must have at least one general partner with unlimited liability and, under the usual rules, does not have separate personality. The other options reverse or misstate these features.

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