Lps, Llps, Llcs

Front 1

Limited Partnerships

Back 1

partnerhsip with at least one limited partner (and obviously one general)

Formation:

-- file with state -- LP Certificate with names of all GPs

Liability:

-- GPs liable for all obligations bc they exert control

-- LPs no control -- no liability

Front 2

Registered Limited Liability Partnerships (professional services)

Back 2

-- cert of registartion with state

-- enegaged in professional services

NO partner is liable

Front 3

***Limited Liablity Company (limited liability, limited tax, limited life, limited liquidity)

Back 3

Generally:

-- hybrid btw corp and partnership

---- ownership and limited liability of SHs

---- Tax benefits of partners

Formation:

file articles of organiztion and publish summary of articles in 2 newspapers for 6 weeks in a row

Control:

-- owners or mgmt team

Transfer:

-- can't transfer withou consent of majority (or as per operating agreement)

Limted Life:

-- upon majority vote or as provided in oper agmt