In a limited partnership, a limited partner can be held liable for only the amount of money he or she invested in the company. In a general partnership, the individual liability for debts is the partner's share of the total amount of debts accrued by the partnership. In the USA individuals wishing to operate a business under a partnership, can choose to form three types of partnership: general partnership, limited partnership and limited liability partnership. In a general partnership the partners are responsible for all aspects of the business including the debts of the partnership. In a limited partnership there are two types of partners - general and limited. Each type of partner has different rights and responsibilities. Generally speaking, there is a limit on the liability of a limited partner, while the general partner's liabilities are not limited. A limited partnership consists of one or more general partners (i.e., those who are generally liable for the business) and one or more limited partners (i.e., those who have limited liability). If the statutory requirements are not followed, a limited partnership will be treated as a general partnership; therefore, it is important that you consult with an attorney in creating a limited partnership. LPs are created by filing an statement of registration with the Secretary of State, Corporations Division.
For more information about General Partnerships and Limited Partnerships, you can follow the link below.
A limited liability partnership protects the personal assets of the partners from creditors. In a traditional partnership, it may be possible for creditors to collect debts from the personal assets of the partners.
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A general partnership would not be as close knit as the limited partnership. There also would not be as many legal proceedings to go with it.
If the partnership is a general partnership, all partners assume unlimited liability. However, if the partnership is a limited partnership, one or more of the partners assumes unlimited liability
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