A partnership is a separate legal entity in which the partners carry on business jointly.
In an unlimited partnership, all partners are general partners. They are jointly and severally liable for the debts and obligations of the partnership.
An ordinary partnership, like a limited partnership, is treated as a separate legal entity for Hong Kong tax purposes. In a limited partnership, a partner’s liability is limited to the extent of his/her capital contribution. At least one general partner must be liable without limit for all the obligations of the partnership. If there is more than one general partner, then all the general partners are jointly liable for the debts of the partnership.
A limited partnership operating in Hong Kong may not have more than 20 partner. In addition, it must be registered with the Registrar of Companies. Should there be any change in ownership of the partnership, at least, one partner of the old partnership must continue in the newly formed partnership, otherwise the partnership will be dissolved.
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