What is a General Partnership?

A general partnership is the default business structure when two or more persons or business join up to do business together. They are formed automatically by law, even without any agreements in writing. They are typically discouraged by lawyers, because ALL partners are liable personally for both their own actions AND all of their partners. Scary huh? If your partner creates a liability, you are on the hook for that liability.

I never recommend operating as a general partnership because of the joint and several unlimited liability shared with the partners. A member-managed LLC is what you want if you desire a traditional general partnership management structure, not a general partnership. Be very careful to avoid looking like you're in business with someone without an agreement. You might find yourself being sued by a creditor of your purported partner.


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