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| Limited Partnerships |
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A limited partnership requires a general partner and one or more limited partners who carry on a business for profit. The general partner has exclusive management authority in the limited partnership, much like a partner in a general partnership. Often, the general partner has more management authority than a limited partner, who does not participate in management decisions. The expansive authority of the general partner is accompanied by an increase in his liability. The general partner’s liability for partnership debts and obligations may be satisfied by his percentage in the partnership and by his personal assets. A limited partner, on the other hand, can protect their personal assets from creditor claims. A limited partner’s liability is usually limited to the assets contributed to the partnership and any obligations for subsequent contributions. As long as the limited partner refrains from participating in management and control of the business, his liability is accordingly limited. Like in a general partnership, members of a limited partnership would be well-advised to have a qualified professional draft a partnership agreement. This agreement may provide for the classes of general and limited partners and define the rights, powers, and obligations of each. |