Business Organizations: Sole Proprietorships and Partnerships

Sole Proprietorships and Partnerships

This note covers sole proprietorships and partnerships, explaining the advantages and disadvantages of each.

Sole Proprietorships

  • A sole proprietorship is a business owned by one person, known as the proprietor.
  • It is the most basic and least formal type of business organization.
  • Examples include flower shops, bookstores, and small farms owned by a single person.
  • Advantage:
    • The owner receives all the profits and has full control of the business.
    • It is the most autonomous type of business.
    • The owner is their own boss and makes all hiring and marketing decisions.
    • It is the easiest type of business to start.
  • Disadvantage:
    • The owner has unlimited liability, meaning they bear complete legal responsibility for all debts and damages arising from the business.
    • Personal assets (car, house, bank accounts) may be seized to pay off business debts.
  • Example of Unlimited Liability: If someone slips and falls in your flower shop, you have full liability.

Partnerships

  • A partnership is a business owned and operated by two or more people.
  • Partnerships typically do not have shareholders and do not sell stock.
  • There are four types of partnerships:
    • General Partnership
    • Limited Partnership (LP)
    • Limited Liability Partnership
    • Joint Ventures
  • Partners sign a legally binding agreement that describes:
    • The duties of each partner.
    • The division of profits (percentage each partner receives).
    • The distribution of assets at the end of the partnership.

General Partnership

  • Advantage:
    • Partners share control and profits.
    • They tend to be more efficient than a sole proprietorship.
    • Each partner specializes in the area they know most about.
    • Example: One person might handle advertising while another handles day-to-day business.
  • Disadvantage:
    • Unlimited liability exists for every partner. Each partner is responsible for the debts and wrongdoings of every other partner while transacting business of the partnership.
    • Personal assets of all partners are at risk.
  • Example of General Partnership Unlimited Liability: If someone slips due to water on the ground, all partners have unlimited liability.
  • Other disadvantages include:
    • Possibility of personal conflict among partners.
    • The partnership must be reorganized if a partner quits or dies.

Limited Partnership (LP)

  • In LPs, partners are not equal.
  • Some partners have limited liability and bear no long-term risk.
  • There are general partners and limited partners.
    • General partners: Fully responsible for the debts of the company.
    • Limited partners: Contribute money or property but have no voice in the company's management.
  • Limited partners have no liability beyond their initial investment.
    • Example: If a limited partner gives 50,000, they can only lose that amount, even if the company owes millions in debt or lawsuits.