Question: The Logan Wright Foundation (LWF), an Oklahoma corporation, was a partner in a partnership formed to operate two Sonic Drive-In restaurants. LWF argued that it

The Logan Wright Foundation (LWF), an Oklahoma corporation, was a partner in a partnership formed to operate two Sonic Drive-In restaurants. LWF argued that it was not responsible for Sonic’s taxes because LWF was merely a limited partner, with limited liability to the partnership’s creditors, including the IRS. The partnership had never filed a certificate of limited partnership with the secretary of state. Is it a valid limited partnership?

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