Sunday, September 14, 2008

ARE ALL PARTNERS IN A GENERAL PARTNERSHIP REQUIRED BY LAW TO TAKE AN OBLIGATIONAL ROLE IN MANAGEMENT? -

I m about to start a new general partnership (GP).The GP will consist of myself and 2 other partners.None of the 2 other partners want to manage the GP.None of the 2 other partners want the right to obligate the GP.None of the 2 other partners will contribute cash or assets.Instead, the 2 other partners wish to simply contribute ongoing services for a share in the net profits.Therefore...a) all management duties will be performed by myself;andb) I will be the only one with the right to obligate the GP.My question is:Can this sort of arrangement be legal if we all sign and agree to it?OR, does the law force all partners into taking an obligational role in management?

Speak to an attorney but you are looking for a limited partnership where there is a general manager responsible for the business decision making (management) and others that are investors for example.For additional protection legally you can set up a LLC, limited liability corporation. It is kind of a hybrid between a corporation and a limited partnership as I understand it. Here is the IRS link to help define a LLC and educate you. http://www.irs.gov/businesses/small/arti��If you must save money, you can do it on your own at the following sites:http://www.legalzoom.com/sem/llcpage.htm��http://www.llc.com/homepage.html?iq_id=8��http://www.incorporate.com/limited_liabi��The last one is efficient and looks cheap, but they nickel and dime you to death with hidden fees so don t use them unless you have no choice.Hope this helps!

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