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Limited Partnership : A Partnership

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Limited Partnership

A limited partnership is similar to a general partnership. It does have several key differences. While a general partnership has to have at least 2 general partners a limited partnership has to have at least 1 general partner and 1 limited partner. A limited partner does not run the business. A limited partner is similar to an investor or shareholder. A limited partnership also should have a partnership agreement between the general and limited partners.It can be an oral or a written agreement. This partnership agreement can contain for example; how the business will be conducted,distribution of labor or how profits are divided.The partnership has to be registered with the Secretary of State where the business is …show more content…

The partners show their parts of the income or losses and business deductions of the partnership on their respective personal income tax returns, and each pays taxes on that portion,that is call flow through. General partners also file a tax reporting information return with the IRS. Limited partners tax liability will never be more than their initial investment.

Longevity: Since limited partners are investors in the partnership agreement between them and the general partners there is usually a buy out provision contained in the agreement but not always. Even if a limited partner decides to leave the business the business still continues. The general partners longevity is as long as they have a desire to continue to participate in the business. The written agreement should of course also contain instructions on what is to be done if a general partner dies,is incapacitated or just simply wants to be bought out of the business.

Control: Limited partners do not participate in any day to day operations of the business.If the limited partners wish to participate in the day to day operations of the business this can jeopardize their limited partnership. Since the limited partners are not running the business,they should have detailed knowledge on the general partners expertise and reputations in running a particular business prior to making any investments in the business. General partners are the core management structure

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