What is the difference between a general partnership and a limited partnership?
In a general partnership, all partners have joint and several liability to third persons for the obligations of the partnership, no matter what their contribution or investment in the partnership was. With a limited partnership, the general partner(s) have this unlimited liability, but the limited partners’ liability is limited to the amount of their contribution to the partnership. In most other respects, the entities are very similar, although they have different filing requirements with the State of California and in certain circumstances, the tax ramifications are different.
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