PARTNERSHIPS LIMITED LIABILITY PRIVATE LIMITED
PARTNERSHIP COMPANIES
OWNERS – WHO - Two or more persons; - Two or more members The members of the
AND HOW - Carry out a business in carrying out a lawful company are it is owners.
MANY? common with a view to business with a view to
profit. profit.
- Cannot be set up by
individuals or not-for-
profit.
MANAGERS – Directors manage the day to
WHO AND HOW day activities of the
MANY? company.
DECISION- - Unless contrary intention -LLP has freedom to - Decisions are governed by
MAKING then simple maj one vote per organise its decision the CA 2006.
P. making, like a - Ds will take decisions in
- Change nature of partnership. No respect of day to day
business/intro of new Ps must management structure is management.
be unanimous. imposed. - SHs take part in decision
- Changing terms of PA also making for different set of
must be unanimous. decisions.
LIABILITY – - Unlimited liability for the -Limited liability – - Liability is limited to what
WHO & FOR debts of the partnership. protects owners from is set out in the Cs
HOW MUCH? - PA 1890, s9 – liable jointly. liability by limiting it to constitution.
an amount agreed upon
incorporation.
OWNERSHIP OF - all P’s equally but look at -Can own property in its - A limited company has its
PROPERTY & agreements as evidence of own name. As it has own assets and liabilities,
OTHER ASSETS. what intended. One P may separate legal personality. profits and losses. The
liabilities are limited to the
have legal title and hold
Company. In other words, the
beneficial for others officers are protected from
- accounts should reveal financial liability should the
contributions but important company encounter any
to have agreement so difficulties.
conclusive
- on dissolution ownership
and profit/loss will have
tax implications
CONSTITUTION – Definition plus – no more - essentially a general -Company is an individual
WHAT IS IT? than a business relationship partnership in form, with legal entity which is separate
based on an agreement. The one central difference, from that of its officers.
agreement may be unlike a general
oral/written. partnership, in which
individual partners are
liable for the
partnership’s liabilities,
debts and obligations, an
LLP safeguards its
individual partners
against personal liability
for certain partnership
liabilities.
PARTNERSHIP COMPANIES
OWNERS – WHO - Two or more persons; - Two or more members The members of the
AND HOW - Carry out a business in carrying out a lawful company are it is owners.
MANY? common with a view to business with a view to
profit. profit.
- Cannot be set up by
individuals or not-for-
profit.
MANAGERS – Directors manage the day to
WHO AND HOW day activities of the
MANY? company.
DECISION- - Unless contrary intention -LLP has freedom to - Decisions are governed by
MAKING then simple maj one vote per organise its decision the CA 2006.
P. making, like a - Ds will take decisions in
- Change nature of partnership. No respect of day to day
business/intro of new Ps must management structure is management.
be unanimous. imposed. - SHs take part in decision
- Changing terms of PA also making for different set of
must be unanimous. decisions.
LIABILITY – - Unlimited liability for the -Limited liability – - Liability is limited to what
WHO & FOR debts of the partnership. protects owners from is set out in the Cs
HOW MUCH? - PA 1890, s9 – liable jointly. liability by limiting it to constitution.
an amount agreed upon
incorporation.
OWNERSHIP OF - all P’s equally but look at -Can own property in its - A limited company has its
PROPERTY & agreements as evidence of own name. As it has own assets and liabilities,
OTHER ASSETS. what intended. One P may separate legal personality. profits and losses. The
liabilities are limited to the
have legal title and hold
Company. In other words, the
beneficial for others officers are protected from
- accounts should reveal financial liability should the
contributions but important company encounter any
to have agreement so difficulties.
conclusive
- on dissolution ownership
and profit/loss will have
tax implications
CONSTITUTION – Definition plus – no more - essentially a general -Company is an individual
WHAT IS IT? than a business relationship partnership in form, with legal entity which is separate
based on an agreement. The one central difference, from that of its officers.
agreement may be unlike a general
oral/written. partnership, in which
individual partners are
liable for the
partnership’s liabilities,
debts and obligations, an
LLP safeguards its
individual partners
against personal liability
for certain partnership
liabilities.
