Which of the following statements is INCORRECT?

Question

BlackTom AI · Accepted Answer

Partners owe fiduciary obligations to the other partners, including duties of good faith, loyalty, and to account for profits — this is a foundational rule of partnership law.

1. Relevant knowledge points and concepts
- Fiduciary duties: partners must act in the best interests of the partnership and fellow partners (duty of loyalty, duty to account, duty of care).
- Management rights: absent an agreement otherwise, all partners share the right to participate in management and decision-making.
- Agency: each partner is generally both principal and agent of the firm and of the other partners for acts done in the ordinary course of the partnership’s business.
- Raising capital: partnerships do not issue shares to the public and, because of unlimited (or potentially unlimited) liability and lack of a share capital structure, cannot publicly solicit and raise funds from the general public in the way a corporation can; public fundraising is typically done by registered companies subject to securities regulation.

2. Step-by-step reasoning
- Option A: “Partners owe fiduciary obligations…” — true. Partnership law imposes fiduciary duties on partners toward one another.
- Option B: “Every partner … is entitled to take part in the management … unless they agree not to be” — true. Equal management rights are the default; partners can contractually limit participation.
- Option C: “Partners act as both principals and agents for one another” — true. By agency principles, acts by one partner in the ordinary course bind the partnership and other partners.
- Option D: “Partnerships can raise funds from the general public” — false. Partnerships cannot issue publicly traded shares or generally solicit public investment as corporations do; doing so would require conversion to an entity type (such as a company) and compliance with securities laws.

3. Intermediate legal rationale
- Public fundraising involves issuance/transferability of ownership interests and compliance with securities regulation. Partnership interests are not designed for public subscription; partners face personal liability, and transfer of interest usually requires consent.

4. Why the correct answer is correct
- The statement that partnerships can raise funds from the general public contradicts the structural, liability, and regulatory limitations of the partnership form.

5. Why the other options are incorrect statements (brief)
- Options A–C are accurate descriptions of partnership law and thus are not the incorrect choice.

Conclusion: The incorrect statement is “Partnerships can raise funds from the general public,” which matches the provided answer.

Which of the following statements is INCORRECT?单项选择题

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