LibGuides: Business Law: Partnerships

Partnerships

Partnerships tend to be one of the simplest forms of business entity. They include:

General Partnerships
- Liability: All partners share unlimited liability for business debts and obligations, meaning each partner's personal assets are at risk.
- Management: All partners actively participate in managing the business.
- Formation: Relatively simple, often formed by an agreement (written or verbal) between partners.
Limited Partnerships
- Liability: At least one general partner has unlimited liability and manages the business, while other partners (limited partners) have limited liability proportional to their investment and typically don't manage the business.
- Management: There is a distinction between general and limited partners with respect to management control.
- Formation: Requires filing documents with the state.
Limited Liability Partnerships
- Liability: Partners generally have limited liability for the actions of other partners, but may still be liable for their own actions or those they supervise.
- Management: Partners typically manage the business, but the extent of their involvement can vary.
- Formation: Requires filing documents with the state.

Resources for Partnerships

Agency, Partnership, and the LLC in a Nutshell by J. Dennis Hynes; Mark J. Loewenstein
Call Number: KF1375 .Z9 H9 2020

This comprehensive guide explains the law of agency, partnership, and limited liability companies, and includes numerous references to the Restatement of the Law Third-Agency and the most recent versions of the partnership and LLC statutes. The authors seek to provide concise and accurate explanations of fundamental principles in these areas of the law as well as useful applications of those principles.
Federal Income Taxation of Partners and Partnerships in a Nutshell by Karen C. Burke
Call Number: KF6452 .Z9 B87 2020

This book provides a concise overview of federal partnership taxation. It covers partnership formation, including contributions of property and admission of service partners, allocation of income and loss, tax accounting, and sharing of recourse and nonrecourse liabilities. Building on this foundation, the book also addresses advanced topics, including transactions between partners and partnerships, sales of partnership interests, distributions of property, optional and mandatory basis adjustments, and planning for retirement or death of a partner. Numerous concrete examples illustrate the tax treatment of specific transactions, allowing students to grasp the principles of partnership taxation in a problem-oriented course. The revised sixth edition reflects major tax legislation enacted in 2017 (the "2017 Act"), including choice of entity issues in light of the new 21% corporate tax rate and the § 199A passthrough deduction.
Business Partnerships 2021 Edition
Call Number: KFI 1413 .B87

Publication Date: 2021

Business Law

Partnerships

General Partnerships

Limited Partnerships

Limited Liability Partnerships

Resources for Partnerships