when drafting a partnership agreement an expulsion clause should be included detailing what events are grounds for expelling a partner 
limited liability partnerships llps are a common structure for professionals such as accountants lawyers and architects this arrangement limits partners personal liability so that for example if one partner is sued for malpractice the assets of other partners are not at risk 1some law and accounting firms make a further distinction between equity partners and salaried partners the latter is more senior than associates but does not have an ownership stake they are generally paid bonuses based on the firm s profits limited partnerships are a hybrid of general partnerships and limited liability partnerships at least one partner must be a general partner with full personal liability for the partnership s debts at least one other is a silent partner whose liability is limited to the amount invested this silent partner generally does not participate in the management or day to day operation of the partnership 1a limited liability limited partnership is a limited partnership that provides a greater shield from liability for its general partners this is not a common type of partnership 2taxes and partnershipsthere is no federal statute defining partnerships but the internal revenue code chapter 1 subchapter k includes detailed rules on their federal tax treatment 3partnerships are pass through businesses meaning the partnership itself does not pay income tax the tax responsibility passes through to the individual partners who are not considered employees for tax purposes 3individuals in partnerships may receive more favorable tax treatment than if they founded a corporation this is because corporate profits are taxed as are the dividends paid to owners or shareholders the profits from a partnership on the other hand are not double taxed in this way 3advantages and disadvantages of partnershipslike any business structure a partnership comes with both benefits and drawbacks most sole proprietors do not have the time or resources to run a successful business alone and the startup stage can be the most time consuming a successful partnership can increase the chances that a business will launch successfully by allowing partners to pool their resources and abilities creating a partnership can also make the day to day operations of a business more manageable than they would be if only one person were running things partners to benefit from one another s labor time and expertise moreover a shrewd partner can also provide additional perspectives and insights that can help the business grow there is however risk in joining a partnership in addition to sharing profits the partners may also assume responsibility for any losses or debts from the other partners there is also a higher chance of conflict or mismanagement when the time comes to exit it may be harder to reach an agreement about selling the business combine labor and capital to launchshare management and operations responsibilitiesvariety of experiences and new perspectivesadditional debts or liabilitiesrisk disagreement or mismanagementdifficulty selling or exiting the businesspartnerships by countrythe basic varieties of partnerships can be found throughout common law jurisdictions such as the united states the u k and the commonwealth nations there are however differences in the laws governing them in each jurisdiction the u s has no federal statute that defines the various forms of partnership however every state except louisiana has adopted one form or another of the uniform partnership act creating laws that are similar from state to state 4 the standard version of the act defines the partnership as a separate legal entity from its partners which is a departure from the previous legal treatment of partnerships the uniform partnership act only applies to general and limited liability partnerships llps it does not apply to limited partnerships lps other common law jurisdictions including england do not consider partnerships to be independent legal entities 5