Partner With Limited Liability

State:
Multi-State
Control #:
US-00802BG
Format:
Word; 
Rich Text
Instant download

Description

The Limited Partnership Agreement serves as a crucial document for establishing a partnership involving a limited liability company and a limited partner. This form outlines the roles and responsibilities of both the General Partner and the Limited Partner, emphasizing the Limited Partner's lack of active involvement in the business while protecting them from personal liability beyond their capital contributions. Key features include defining the partnership's business purpose, capital contributions from each partner, and the distribution of profits and losses. Filling instructions should guide users to carefully input partnership details, capital amounts, and provisions for potential partner changes. Attorneys, owners, and paralegals will find this form vital for structuring partnerships to comply with state laws while providing clarity on each partner's financial stake and legal obligations. The agreement also details dissolution terms, amendment procedures, and how to handle the death of a partner, making it suitable for various legal contexts. This comprehensive framework supports partners in navigating their business relationships effectively, thus minimizing disputes.
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FAQ

A limited liability partnership, or LLP, is a business structure where partners have limited liabilities. This means that each partner's personal assets are protected from debts and claims against the partnership. In an LLP, partners can also actively manage the business without risking their personal finances. When you decide to partner with limited liability, you're ensuring that your personal investment is safeguarded.

A limited liability partnership is similar to a limited liability company (LLC) in that all partners are granted limited liability protection. However, in some states the partners in an LLP get less liability protection than in an LLC. LLP requirements vary from state to state.

The LLP files a Schedule K-1 (IRS Form 1065) to report its income, gains, losses, and deductions like a general partnership. Partners file Form 1040 and pay self-employment taxes (social security and Medicare).

Limited liability partnerships (LLPs) allow for a partnership structure where each partner's liabilities are limited to the amount they put into the business. Having business partners means spreading the risk, leveraging individual skills and expertise, and establishing a division of labor.

Why would I choose an LLP over an LLC? Unlike LLCs, an LLP will allow some limited partners to be passive owners with lower liability and no management responsibility. There are many other considerations that will depend on your state laws. For example, it may be more expensive to run an LLC than an LLP in your state.

Creating an LLP requires filing registration paperwork with the state government and paying the required fees. There may be annual filings, as well, such as an Annual Return. To set forth how an LLP should be managed and what percentage ownership each partner has, partners should have a written partnership agreement.

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Partner With Limited Liability