“The central feature of a general partnership is an agreement to share profits and losses, once
that agreement ends, the general partnership ends with it. In a general partnership with more than two
persons, the remaining partners can reconstitute the partnership if they wish, without the old partner. A
common issue that arises in this situation is how to value the withdrawing partner’s share of the
business.” A general partnership is taxed just like a sole proprietorship.
General partnerships are also like sole proprietorships in unlimited liability. Every partner in the
partnership is jointly and individually liable for the partnership’s debts and obligations. This is a very ugly
feature of general partnerships. One partner may be completely innocent of any misconduct and still be
liable for another partner’s negligence or corrupt acts. (“Chapter 11 Saylor Business Organizations”)
When groups of individuals join in business partnerships, each member of the partnership
becomes bound by basic legal duties. A business partner’s legal tasks to the other members of the
