General Partnership or Limited Partnership: Insight from a corporate lawyer Melbourne, FL trusts
At Arcadier, Biggie & Wood, PLLC, we care that you make the wisest decisions for your business, and are here to help advise you on what type of partnership to pursue. Although general partnerships are created by default, you may want to alter that throughout the
course of your business. We understand that partnerships may evolve over time, and will help advise you on the best course of action to proceed in making a limited partnership or limited liability partnership.
A general partnership is commonly the default partnership created when a business is formed, as a Melbourne corporate lawyer can explain. In a general partnership, all partners have equal rights to control or manage the business. All partners have legal authority to alter the business as they please, and all have the ability to make legally binding decisions. Every partner in a general partnership has equal authority over management and legal decisions regarding the business.
Why choose a general partnership?
- No state filing is necessary which makes the creation of the partnership uncomplicated.
- There is a low cost of operating a general partnership because there is no state filing required. No state filing required means there is no filing fee, franchise taxes, or state fees.
- No issuing partnership interest.
- No required meetings.
- Personal assets may be kept separate from the business.
Although a general partnership does not require you hire a corporate lawyer in Melbourne, FL, it is highly recommended to make an agreement regarding the roles of partners. At Arcadier, Biggie & Wood, PLLC , we can help you decide the management positions of partners, roles and duties of partners, and a clause that states what might end partnership. This agreement is almost always necessary for complicated future business decisions, and we are here to help you make the agreement for the benefit of your business.
Unlike a general partnership, limited partnership requires the business to have a partnership agreement regarding management and legality. As an experienced Melbourne corporate lawyer can explain, being a limited partner means that one has less management control over the business, but also has less to lose. The only thing a limited partner can lose is the business investment.
General partners have more liability towards the financial conditions of the business, but also manage everyday operations and make legal decisions. There can be more than one general partner in the business, but that means that they all have equal right in the decisions of the business, as stated above.
Why choose a limited partnership?
- Limited partners do not have any control over management or legal decisions.The general partners are the only ones who have rights over the everyday operations of the business. Limited partners are more or less silent investors.
- Good for short-term ventures for specialized situations.
- Limited partners do not have to contribute personal assets to the debt of the business. Only the general partners will have unlimited liability, and will have to use their personal assets for the debts of the business.
Being in business with partners and shareholders is not for the weak of heart. Disputes can turn ugly and sometimes a resolution cannot be agreed upon. When this happens, do not hesitate to contact an experienced business litigation attorney to help get your company through the conflict. The corporate lawyer in Melbourne, FL at the Law Offices of Arcadier, Biggie, & Wood, PLLC are experienced and prepared to help you resolve issues in a fair and just manner.
It is important to address shareholder and partnership issues as soon as they arise so that these conflicts do not have a negative impact on the company as a whole. Here are a few of the most common disputes that occur among partnerships and shareholders that a business may have to deal with at some point:
- Breach of contract — If someone is accused of breaching a contract and another may argue that the contract was not breached or that is was the other party who breached the contract, it is definitely time to get a corporate lawyer in Melbourne, FL involved in the situation.
- Deadlocks among management — Management is unable to make a decision that is agreeable to all involved; therefore, litigation is needed to break the gridlock.
- Succession planning — What happens when someone wants out of the business. Is the business set up correctly for a seamless succession? These issues are common when it is a family-owned business and can get very complicated.
- Buy-sell agreements — Any time a business has to buy or sell assets, there can be disagreements among partnerships and shareholders. The buying or selling of assets is one of the most common reasons for shareholders and partnerships to argue about.
- Violation of corporate regulations — Business litigation attorneys may be required to intervene if any members of the partnership or shareholders’ behavior are in violation of the company bylaws.
- Compensation for Executives — How the executives and key management personnel are compensated is commonly a cause for disagreement between partners and shareholders.
How are Partnership and Shareholder Disputes Resolved?
It is important to note that many disputes between partnerships and shareholders cannot be settled without going to court. That is because there may be legal implications behind each decision that would be better handled with the help of a litigation attorney. Your corporate lawyer in Melbourne, FL can first attempt to settle the issue without going to court by acting as a mediator between the parties. However, a complex shareholder and partnership agreement will require the assistance of an experienced corporate lawyer in Melbourne, FL who understands the legal ramifications of each side of the argument.
Resolving the dispute in an expeditious manner will help minimize the effect on the business, allowing it to move forward in a more seamless manner. The sooner you can reach out to a business litigation attorney and ask for assistance in addressing the dispute, the easier it will be to resolve and for the business to move on.
Determining partnership and partnership agreements can be complicated and daunting tasks for anyone starting/continuing a business. It becomes an even harder task when you wish to adapt your partnership, and we want to make that decision easier for you and your business partners. Our team of business lawyers at Arcadier, Biggie & Wood, PLLC are here to help your business, and assist in making decisions regarding partnership. We are here to help ensure the success of your business through the means of our business lawyers that have experience in dealing with partnership ordeals. Please call a business or corporate lawyer Melbourne, FL companies turn to today for a consultation.