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General Partnership

An agreement between partners to establish and run a business together

What is a General Partnership?

A General Partnership (GP) is an agreement between partners to establish and run a business together. It is one of the most common legal entities that do business. All partners in a general partnership are responsible for the business and are subject to unlimited liability for business debts.

 

What is a General Partner?

A general partner is a member or partner in a general or limited partnership with unlimited personal liability for the debts of the business. A general partner actively manages and exercises control over the company.

 

General Partnership

 

Example of a General Partnership

For example, let’s say that Fred and Melissa decide to open a baking store. The store is named F&M Bakery. By opening a store together, Fred and Melissa are both general partners in the business, F&M Bakery.

It is important to note that each general partner must be involved in the business. For example, Fred takes care of logistics and purchasing orders while Melissa oversees the store operations.

The income generated by the business is split between Fred and Melissa. At the same time, Fred and Melissa are equally responsible for any losses incurred by the store.

 

Advantages of a General Partnership

There are several key advantages to forming a GP:

 

1. A general partnership is easy to establish

Creating a general partnership is simpler, cheaper, and requires less paperwork than forming a corporation.

 

2. A general partnership faces simplified taxes

General partnerships do not pay income tax. All profits and losses are passed through to the individual partners.

 

3. A general partnership is easy to dissolve

A partnership can be dissolved at any time.

 

Disadvantages of a General Partnership

There are two key disadvantages to forming a GP:

 

1. Partners in a general partnership face unlimited liability

Due to the lack of corporate structure, a general partnership does not establish itself as a separate business entity from the partners. Partners are unprotected from any lawsuits against the business and their personal assets can be seized at any time to cover unmet debt obligations of the business.

 

2. Partners are liable for each other’s action

Each partner is liable for the actions of the others. If one partner executes an agreement without the knowledge of the other partners, the other partners are still obligated to honor the terms of that agreement.

 

Other Types of Partnerships

In addition to a GP, there are two other common types of partnerships:

 

1. Limited partnership (LP)

In a limited partnership, at least one partner possesses unlimited liability (the general partner) while the other partners are subject to limited liability (limited partners). Limited partners are not involved in the active management of the business and cannot lose more than the money that they have contributed to the partnership.

 

2. Limited liability partnership (LLP)

In a limited liability partnership, there is no general partner. All partners are allowed to be involved in the management of the company and all partners enjoy limited liabilities. Limited liability partnerships are preferred by professional service businesses because the partners in an LLP are not liable for negligence claims made against other partners.

 

Related Readings

We hope you enjoyed reading CFI’s guide to General Partnership. To further enhance your financial literacy, the following free CFI resources will be helpful:

  • Real Estate Joint Venture
  • Horizontal Merger
  • Strategic Alliances
  • Amalgamation

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