General Partnership Sample Clauses

General Partnership. 3 SECTION 1.5 Term of Partnership.................................................................. 3 SECTION 1.6 Purposes of the Partnership.......................................................... 3 SECTION 1.7 Definitions.......................................................................... 4 ARTICLE 2 - CAPITALIZATION.................................................................................... 7 SECTION 2.1 Partners' Percentage Interests....................................................... 7 SECTION 2.2 Additional Capital Contributions; Limitations on Future Capital Contributions; Obligation of Managing Partner to Purchase BP Notes.................................................................... 7 SECTION 2.3 Admission of Additional Partners..................................................... 8 SECTION 2.4 Return of Capital Accounts and Redemption of Partnership Interests............................................................................ 8 SECTION 2.5 Investment Loan, Equity Redemption Loan, Prudential Guarantied Loan, Existing Loans and Replacement Loans................................ 8

General Partnership. The Partnership shall be a general partnership, governed by the Act. The interests of the Partners in the Partnership shall be personal property for all purposes. All real and other property owned by the Partnership shall be deemed owned by the Partnership, as a partnership, and no Partner, individually, shall have any ownership of such property.

General Partnership. A partnership is a way of combining the re- sources, skills or talents of two or more people. It is a separate legal entity that must file its own tax return (Form 1065). However, net income (or loss) is allocated by classification to each partner (Form K-1) proportionate to the partnership agreement; and, income tax, self-employment tax and capital gains taxes are paid by the individual partners. Partners can then average their portion of farm income on their respective tax returns. No filings or public disclosure are necessary, but a written partnership agreement with buy and sell agree- ments, operating and management provisions, and liquidation agreements are strongly recommended. Partnerships have flexibility in allocating income between partners through the use of “guaranteed payments.” Guaranteed payments to specific partners are subtracted from net income before the percentage allocation has taken place. Farm income passing through the partnership to the partners’ individual tax returns is eligible for farm income averaging. Tax deferred retirement plans also are available to partners. Regardless of how many partners are in a partnership, only one Section 179 expense deduction (see above) is avail- able each year. The accounting requirements of partnerships can be considerable. Partners have their own tax equity in the partnership, called capital accounts. Contributions into and withdrawals out of the partnership, along with the earnings (losses), are netted against these capital accounts. Under ordinary business practices, accounting can be very simple; but partial or total distribution of a partnership interest can be complex, especially if withdrawals from the partnership have exceeded taxable income. In that case, the tax consequences may be severe. Partners are jointly and severally liable for the business actions of all other partners, which may actually increase the level of risk they are facing. Sources of capital available to the partnership will be contributions from partners and borrowings. Borrowings may be limited by the amount of col- lateral available to the lender, or by the personal guarantees of the partners.

General Partnership. Date Established County (If formed in NYS)

General Partnership. A partnership is an association of two or more persons to carry on as co-owners of a business for profit. Some states require that you register your name if it is a trade name (not your full legal name). You must file state and Federal ``information returns,'' but business income and losses flow through to the partners' personal taxes. The business pays no separate income taxes. Partners may share the profits of the business (and the losses) on an equal basis, or may pro rate the proceeds as set forth in a Partnership Agreement. Whichever way you determine to share in the business, you need to have a written Partnership Agreement outlining the ownership, responsibilities, and eventualities of dissolution or liquidation for the business. Advantages: • Simple to start. • Fairly easy to dissolve. • Additional sources of capital from partners. Broader management base. • More opportunity for each partner to specialize. Tax advantages: no separate income tax. • Limited outside regulation, compared to a corporation. Disadvantages: • Unlimited financial liability for all general partners (some partners' personal debts can even be charged to the business). • Difficulty in raising outside capital. Divided authority. • Continuity problems (business dies when any partner leaves or dies, unless succession has previously been spelled out in a Partnership Agreement. Partnership terminates in the event of a personal bankruptcy on the part of any partner). • Difficult to find suitable (compatible) partners. • One partner may be responsible for the actions of another partner, regardless of whether that partner had prior approval.

General Partnership. Fill out all documents in the name of the partnership, by a partner authorized to sign).

General Partnership. An association of two or more persons acting as co-owners of business. By signing the signature card, you represent to the Bank that the account holder is a business general partnership; the authorized signers are duly authorized to act for the general partnership.

General Partnership. One where all partners are general partners who are liable even with respect to their individual properties, after the assets of the partnership have been exhausted (Paras,p. 411)

General Partnership. 3 SECTION 1.5 Term of Partnership............................................................ 3 SECTION 1.6 Purposes of the Partnership.................................................... 3 SECTION 1.7 Definitions.................................................................... 4