General Partnerships

Formation
No filing with the state is required. Generally may be formed without any written agreement.

Liability of a Participants
Partners are jointly and severally liable for contract and tort obligations. Generally, creditors of the partnership must exhaust partnership property before levying on a partner’s individual property.

Control or Management
Unless agreed otherwise, all partners have equal rights in management and the majority rules. Unless otherwise agreed, a unanimous vote is needed to approve extraordinary matters.

Transferability of Ownership Interest
Partnership interests are not fully transferable. A partner may assign his financial rights in the partnership (i.e. right to receive distributions), but may not assign his management rights without the consent of the other partners.

Crossing State Lines
May generally cross state lines to do business without registering in the other state.

Income Tax Status
"Check-the-box" regulations apply. Partners may elect either pass through or entity treatment.