2torial
#0907:
Learn2
Choose a Business Entity (Continued)
Understand partnerships
General partnerships are like sole proprietorships, except
ownership and responsibility are shared among two or more
people. A partnership has the disadvantage of unlimited liability
for all the general partners, which can lead to the loss of
personal assets and make large-scale capital raising difficult.
On the other hand, partnerships avoid corporate paperwork,
and profits are not subject to double taxation.
While at least one "general" partner must assume unlimited
liability, it's possible to sign on "limited" partners. A
limited partner cannot be liable for more than his or her
original investment. However, the sale of a limited partnership
interest is usually considered a "security," just like a share
of stock, so certain security regulations must be addressed.
This requires the expertise of a securities lawyer.
If you decide to work with partners, you generally have to
forego some measure of control, as well as a share in the
profits. This opens up the potential for conflict, so be clear
how you'll divide investments, profits, potential liabilities,
and decision-making powers.
In short, be sure you have a clear agreement that complies
with the laws in your state, including a system to resolve
potential disputes, before working with partners. A lawyer
should be consulted for such an agreement. That said, partners
can bring two essential ingredients to your business:
Capital. Partners can provide money to start or expand
your business. Further, additional investors are generally
more willing to jump aboard a partnership than a sole proprietorship,
since risks and decision-making powers are often shared.
Expertise. Partners may know a part of your business
even better than you. By combining talents and adding more
input to the decision-making process, your business could
be more successful than if you try to go it alone.