Thursday, May 3, 2007

一般合夥公司General Partnership

定義Definition:
兩人以上共同擔負所有公司責任,包括資產與負債。合夥公司除了涉及多人以外,和個人公司非常相似。商業合夥公司可由個人、公司、其他合夥公司、或上述任何組合一起組成。
Allows two or more people to share profits and liabilities. A general partnership is similar to a sole proprietorship, except that two or more parties are involved. In a business partnership, the parties that join forces could be individuals, corporations, trusts, other partnerships, or a combination of all of the above.


優點Advantages:
容易成立,可聯合所有合夥人的財力及管理力,且不需直接克稅。
Advantages are that it is easy to establish, can draw upon the financial and managerial strength of all the partners, and the profits are not directly taxed.


缺點Disadvantages:
所有合夥人擔負所有公司責任,包括資產與負債。且公司隨其中一名合夥人去世而結束。任何一合夥人亦有權要求公司盡義務。值得注意的是,合夥人之個人責任並不會因合夥公司而豁免。
Some disadvantages are unlimited personal liability of the partners for the firm's debts and liabilities, termination of the business with the death of a partner (in the absence of advanced planning for business continuation) and the fact that any one of the partners can commit the firm to obligations. It is important to understand that a general partnership does not protect its partners from personal liability with respect to claims against the partnership.

合夥關係建立在一所有合夥人協議上。這協議可以是非式的,但建議做一份書面協議較佳。
The partnership is formed by an agreement entered into by each partner. This agreement may be informal, but it is advisable to have a written agreement drawn up between all parties.

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