How to Create a General Partnership in DC | A Complete Guide

by
Create a General Partnership in DC

If you would like to create a general partnership in the District of Columbia, there are a few guidelines that you should understand. A general partnership is one of the things that a businessman considers since it comprises two or more entities to carry on a trade or business. Each partner contributes money, property, labor, or special skills, and each partner shares in the profits and losses from the business. You can start an LLC in DC for your general partnership to carry potentially unlimited liability personally.

Knowing about the general partnerships will benefit you and several partners, making you form your business properly. If you want to know more about the general partnership, follow our steps to Create a General Partnership in DC.

Webinarcare Editorial Team will help you create with thorough research and market study. Before starting a general partnership in DC, you must be guided by all the factors we have gathered in this article.

Steps in Creating a General Partnership in DC

What is General Partnership in DC?

A general partnership in the District of Columbia is a business structure where two or more individuals come together to establish a business and agree to share the profits, losses, and management responsibilities. Each partner contributes skills, resources, and capital to the business and makes decisions collaboratively. In a general partnership, partners have unlimited personal liability for the debts and obligations of the business, meaning their personal assets can be used to cover any debts or liabilities incurred by the partnership. This type of business structure is relatively simple to form and offers flexibility in decision-making and management but lacks the legal protection of limited liability offered by other structures like DC Corporations or limited liability partnerships.

It is recommended that you consult to DC Business Attorney before beginning the process of forming your general partnership. They will understand what is best for you and your company. To shield your personal assets from corporate debts, you can always Start an LLC in DC rather than a general partnership.

– WEBINARCARE EDITORIAL TEAM

Example of a General Partnership

An example of a general partnership could be a small marketing agency created by two friends, Shane and Jane. Shane has a background in graphic design, while Jane has experience in digital marketing strategies. They decide to join forces and create a marketing agency that offers clients a combination of their expertise.

Shane and Jane contribute their skills, resources, and capital to start the business. They agree to share the profits, losses, and management responsibilities. Both partners actively participate in the agency’s day-to-day operations, making decisions and working with clients collaboratively.

In this general partnership, Shane and Jane have unlimited personal liability for any debts or obligations incurred by their marketing agency. If the agency faced financial difficulties, both partners’ personal assets could be used to cover the debts. However, the simplicity and flexibility of the general partnership structure allow them to manage and grow their business together easily.

Individuals looking to collaborate and numerous service providers have chosen general partnerships as their preferred business entity. That’s frequently because of its simple design, low price, and simplicity of setup. Some general partnership examples include: 

  • Providing Professional Services (architectural firms, medical clinics, etc.)
  • Selling goods at retail 
  • Opening a restaurant
  • DC Business Consulting

General partnerships are also formed by partners who are spouses or other family members who want to operate a business together.

Steps in Creating a General Partnership in DC

To create a general partnership in DC, you must follow the guidelines below: choosing a business name, making a partnership agreement, requesting an EIN, getting a license and permit, and opening a bank account. 

Step 1: Choose a Business Name

Naming your business is one of the most important activities during the startup phase, especially if you will form an LLC in DC. Your general partnership name serves as the foundation for your brand and is what clients use to connect you to the products or services you offer. Legal procedures should be taken into account when choosing your partnership name. Choose a business name that will enable you to develop a strong brand identity without being hampered by irrelevant factors. 

For example, let’s assume the general partnership focuses on providing eco-friendly landscaping solutions. A potential name for this partnership could be “GreenScape Innovations.” This name highlights the business’s core values (eco-friendly) while also showcasing the industry (landscaping) and the innovative approach the partners aim to bring to the market.

For your to come up with this business name idea, here are some guidelines to consider when choosing a name for a general partnership:

  • Reflect on the Nature of the Business: Choose a name representing your products or services, and communicate your business’s essence to your target audience.
  • Keep it Simple and Memorable: A short, easy-to-pronounce name will be easier for customers to remember and share with others.
  • Make it Unique: Research the names of other businesses in your industry to ensure your chosen name stands out and does not infringe on any existing trademarks or copyrights.
  • Consider the Partners’ Names: Some general partnerships incorporate the partners’ names in the business name (e.g., Smith & Johnson Consulting). However, this approach may only be suitable for some businesses, especially if the names are difficult to pronounce or remember.
  • Test the Name: Share the potential name with friends, family, and potential clients to gather feedback and ensure it resonates with your target audience.
  • Check for Domain Availability: Research the availability of your chosen name as a domain name for your website and on social media platforms to ensure a consistent online presence.
  • Avoid Limiting your Business Scope: Choose a flexible name to accommodate future product or service changes. Avoid using specific locations, product names, or niche markets in the name if you plan to expand or diversify later.
  • Comply with Legal Requirements: Ensure the chosen name complies with any legal requirements or restrictions in your jurisdiction, such as avoiding misleading or offensive terms.
  • Consider Professional Input: Consult with DC Business Attorney or trademark specialist to ensure your chosen name is legally sound and can be registered as a trademark if necessary.

By following these guidelines, you can choose a name for your general partnership that is memorable, unique, and effectively communicates your business’s essence.

In addition, most general partnership businesses use the last name of all of their partners.  For instance, if Jennie Kim and Lalisa Manoban enter business together, the partnership name is “Kim & Manoban” by default. However, if you would like to form a business name under something more appropriate, such as “EJI Design and Build,” then you’ll need to File a DBA in DC with the Department of Consumer and Regulatory Affairs (DCRA).

Filing a DBA in DC has two methods, online and by mail, which costs around $55. There is two-year validity in renewing your DBA. 

In DC, if you do not wish to file your general partnership business right away but want to hold the name that you have decided on, then you can reserve your business name for 120 days. To keep the name, you must file a name reservation application in the Department of Consumer and Regulatory Affairs (DCRA). 

Step 2: Make a Partnership Agreement

After you have chosen a business name for your general partnership, the next step would be making a partnership agreement in DC. A partnership agreement is a crucial document that outlines the terms and conditions governing a partnership. It helps to establish a clear understanding of each partner’s roles, responsibilities, and expectations and prevents disputes and misunderstandings.

Additionally, it discusses business management guidelines and potential contingencies that may arise, such as a partner’s passing or a partner’s decision to leave the partnership.

A partnership agreement should include the following:

  • Business name
  • Description of the business
  • Contact information of the business and its owners

Ownership of all business partners, decision-making, capital contribution, profits and distribution, death and disability, and withdrawal and addition of partners is one of the key factors to consider when forming or creating a partnership agreement. In this way, all business partners will understand what this is all about and how to proceed if the mentioned scenarios happen. 

Without a partnership agreement, your company will often be subject to the general partnership default laws of DC. The default laws might not be appropriate for your requirements.

Step 3: Request an EIN in DC

After completing the partnership agreement, you should get or seek an Employer Identification Number (EIN) in DC. An EIN will serve as your general partnership’s tax identification number. The Internal Revenue Service can provide you with an EIN. (IRS). It is a nine-digit number comparable to your Social Security number. EIN, on the other hand, is distinct from SSN. It is exclusively used for business-related operations, such as filing general taxes. The form must be filled out and sent to the IRS website. Obtaining an EIN cost between $30 and $280. 

The application of an EIN in DC can be through the following:

  • Apply Online- The Online EIN application is the preferred method for customers to apply for and obtain an EIN.
  • Apply by Fax- Taxpayers can fax the completed Form SS-4PDF application to the appropriate fax number), after ensuring that Form SS-4 contains all of the required information.
  • Apply by Mail- The EIN application Form SS-4 can be filed via mail. The processing time frame to receive the mail is four weeks.
  • Apply by Telephone-International Applicants – International applicants may call 267-941-1099 (not a toll-free number) from 6 a.m. to 11 p.m. (Eastern Time) Monday through Friday to obtain their EIN.

You can benefit in various ways once you obtain your EIN number. It will give your general partnership the final advantage to operate at its full potential without legal or court problems.

Step 4: Get a License and a Permit

You must have DC Business License before your general partnership business operates. A business license is a document granted by a government agency that allows you to operate your business in the territory governed by that agency.

To legally operate your partnership, you’ll need a business license. You may need more than one license in DC. Numerous general partnership licenses need to be filed and renewed regularly.

In DC, the business license fee costs about $75 – $400.

You can check out the United States Business License & Licensing Fee Resources for more information about the costs in DC.

Step 5: Open a Bank Account

After filing and receiving your general partnership license, you should open a bank account for yourself, your clients, and your employees.

A US bank account may make your business dealings in DC easier because it increases your company’s authenticity and profitability. Most banks require an EIN for firms other than sole proprietorships to open a business account. Keeping separate finances also prevents you from combining personal and professional finances.

If you would like to open a bank account in DC, check out the Best Bank for DC Small Business.

Pros and Cons of a General Partnership in DC

In forming a general partnership in DC, there are pros and cons that you may experience. I will list the pros and cons for you to understand why and how a general partnership is crucial. 

Pros of Forming a General Partnership in DC

  • Easy and Inexpensive to Form: General partnerships are relatively simple to establish, requiring minimal paperwork and registration costs compared to other business structures like corporations or limited liability companies.
  • Decision-Making: Partners can pool their skills, knowledge, and resources, leading to more efficient and effective decision-making and business operations.
  • Flexibility: General partnerships offer flexibility in management structure, profit distribution, and decision-making processes, allowing partners to customize their business relationships to best suit their needs.
  • Tax Benefits: In most jurisdictions, general partnerships are not taxed as separate entities. Instead, profits and losses are passed through to the partners, who report them on their income tax returns. This avoids the issue of double taxation that affects corporations.
  • Greater Access to Capital: With multiple partners, a general partnership may have increased access to capital and resources compared to a sole proprietorship.

Cons of Forming a General Partnership in DC

  • Unlimited Personal Liability: In a general partnership, all partners have unlimited personal liability for the debts and obligations of the business. This means that each partner’s personal assets can be used to cover any debts incurred by the partnership, which can be a significant risk.
  • Potential for Conflicts: As partners share management and decision-making responsibilities, disagreements or conflicts can arise, negatively impacting the business’s operations and success.
  • Limited Lifespan: A general partnership’s existence is often tied to the lives of its partners. The partnership may be dissolved if a partner withdraws, becomes incapacitated, or dies, potentially leading to instability and uncertainty.
  • Difficulty in Raising Capital: While general partnerships may have more access to capital than sole proprietorships, they may still need help raising funds compared to corporations or limited liability companies, as investors may be more hesitant to invest in a business with unlimited personal liability.
  • Lack of Legal Distinction: Unlike corporations or limited liability companies, general partnerships do not have a separate legal identity from their partners, limiting the partnership’s ability to enter into contracts or own property in its name.

When considering a general partnership, weighing the pros and cons and assessing whether this business structure aligns with your goals, risk tolerance, and desired level of management involvement is essential.

Maintain Business License in DC

You must maintain or renew your business license regularly now that you have established your general partnership. Make time at least once a year to check the status of your licenses. Then you will get everything important. You can deal with any problems that arise. In DC, the business license fee ranges from $75 – $400, and varies by jurisdiction and license type.

Pay Your Taxes in DC

Even if you have established your general partnership in DC, pay your taxes and keep everything up to date so you won’t pay any penalty. 

DC taxes information will help you with what to pay before or during the operation of your professional corporation. You can check out the DC Small Business Taxes to further understand why you must pay your taxes on time. 

Can I Convert My General Partnership Into Another Business Entity in DC?

By following the appropriate state procedures, you can convert your general partnership into another business entity, such as DC Corporation converting to an LLC; or Sole Proprietorship to DC LLC. This may involve filing conversion documents with the DC Secretary of State’s office and paying any required fees.

FAQs

What is a general partnership in DC?
A type of business structure where two or more individuals share in the profits and losses of the business.
How do I create a general partnership in DC?
You must file a Partnership Agreement with the Department of Consumer and Regulatory Affairs (DCRA) and obtain a business license from the DC Office of Tax and Revenue.
What is a Partnership Agreement?
A legal binding document that outlines the responsibilities of each partner, the partnership’s management, and profit distribution.
Do I need a lawyer to draft a Partnership Agreement for my DC general partnership?
It is not required, but recommended to consult with a lawyer to ensure that the agreement effectively conveys each partner’s responsibilities and rights.
How many partners can I have in a DC general partnership?
There must be two or more partners in a general partnership in DC.
Do all partners need to be DC residents?
No, but it is strongly recommended to have at least one partner who is a DC resident for licensing and registration purposes.
What taxes do I have to pay as a DC general partnership?
General partnerships in DC are subject to franchise taxes and must file a DC partnership return.
Are DC partnerships required to obtain a business license?
Yes, all businesses operating in the District of Columbia are required to have a Basic Business License (BBL).
What is the cost of obtaining a basic business license in DC?
The cost varies depending on the nature of the business, but the fee is typically $150 for general partnerships.
What is a tax identification number, and does my DC general partnership need one?
A tax identification number is a unique nine-digit code assigned by the IRS to identify businesses for taxation purposes. Yes, your partnership will need an EIN.
How do I obtain an EIN for my DC general partnership?
You can apply for an EIN for free online through the IRS website.
Can I change the name of my DC general partnership?
Yes, you can file a named amendment with the DCRA to change the name of your general partnership.
Do I need a trade name for my DC general partnership?
No, a trade name is not required in DC for a general partnership, but it can be helpful for branding purposes.
What is a registered agent, and why do I need one for my DC general partnership?
A registered agent is responsible for accepting legal documents and other official government notifications on behalf of the partnership. It is a requirement for all businesses licensed in DC.
Can I be my DC general partnership’s registered agent?
Yes, one of the partners or an employee of the partnership can act as the registered agent.
Can I register my DC general partnership with the IRS as an S corporation?
No, only limited liability companies (LLCs) and corporations can register as an S corporation with the IRS.
Can I transfer my general partnership to another state?
Yes, but you will need to dissolve your DC partnership and create a new partnership in the desired state.
How do I file taxes for my DC general partnership?
Partnerships in DC must file a DC partnership return using Form D-30.
How are profits and losses distributed among partners in a DC general partnership?
Profits and losses are distributed among partners based on the ratio specified in the partnership agreement.
Can a partnership be terminated or dissolved in DC?
Yes, a partnership can be dissolved by mutual agreement of the partners, death of a partner, bankruptcy, or court order.
Do I need liability insurance for my DC general partnership?
Liability insurance is not required in DC for general partnerships, but it is highly recommended to protect against potential legal claims.
Can I start a general partnership on my own?
No, general partnerships require at least two partners, according to DC law.
How do I renew my DC general partnership’s business license?
Business licenses in DC must be renewed annually through the DC Office of Tax and Revenue.
Can I designate someone to manage my DC general partnership?
Yes, you can appoint one of the partners or hire an outside manager to handle the day-to-day operations of the partnership.
What is the maximum duration of a DC general partnership?
There is no maximum duration of a partnership in DC, as long as it remains profitable.
What happens if a partner dies in a DC general partnership?
Upon the death of a partner, the remaining partners decide whether to continue the partnership or dissolve it.
Can I dissolve my DC general partnership anytime I want?
Yes, Partners can dissolve the partnership any time they want, provided that they follow the rules outlined in the partnership agreement.
Can I create a general partnership with a corporation in DC?
No. General Partnerships cannot be formed with corporations in Washington D.C.
Do partnerships in DC require an annual report?
No, partnerships in DC are not required to file an annual report.
What is a general partnership?
A general partnership is an unincorporated business owned by two or more individuals who agree to share profits, losses, and manage the company together.
What is a partnership agreement?
A partnership agreement is a legal document that outlines the terms and conditions of the business partnership.
Can I create a general partnership without a partnership agreement?
Yes, but it is not recommended. A partnership agreement establishes your rights, responsibilities and obligations.
Are partnerships required to have their own employer identification number (EIN)?
Yes, partnerships in DC need to obtain an EIN from the Internal Revenue Service (IRS).
How can I apply for an EIN?
You can apply for an EIN online at the IRS website or by mail.
Is forming a partnership more complicated than forming a sole proprietorship?
Yes, because forming a partnership requires more documentation such as the partnership agreement.
Do I need a business license in DC to form a partnership?
Yes, all businesses in DC must obtain a Basic Business License from the Department of Consumer and Regulatory Affairs.
What are the taxes for a general partnership in DC?
Partnerships in DC are not taxed at the business level. Each partner pays income taxes on their share of the business profits.
Do partnerships in DC have annual reports or filings to make?
Yes, partnerships in DC are required to file an Annual Report with the Corporations Division of the Department of Consumer and Regulatory Affairs.
Do partnerships in DC need to register as a foreign entity if they operate in multiple states?
Yes, partnerships that do business in other states must register as a foreign entity in those states.
Are there any restrictions on the type of business a partnership can operate in DC?
No, partnerships can operate any type of legal business in DC.
Can non-US citizens be partners in a DC general partnership?
Yes, non-US citizens can be partners in DC partnerships.
Do partnerships in DC have limited liability protection?
No, partnerships in DC do not have limited liability protection, each partner is personally liable for the debts of the business.
Can partnerships in DC bring in outside investors?
Yes, they can, but they need to create a limited partnership or limited liability partnership to issue securities.
How is the management of a partnership in DC typically structured?
In most general partnerships, the partners share management responsibilities equally.
Can I dissolve a partnership in DC before the expiration of the partnership’s official term?
Yes, partners in DC can voluntarily dissolve the partnership with agreement of all partners.
Can I be personally sued for the business debts of my partnership in DC?
Yes, in general partnerships in DC, all partners are personally liable for the debts and legal actions of the business.
Can a business lawyer give me advice on creating a partnership in DC?
Yes, it is advised to consult with an experienced attorney knowledgeable about DC partnership law.
Do partnerships need to file a separate tax return?
No, partnerships are pass-through entities that report business income and losses on your personal tax return using Form 1065.
Can the partnership agreement be amended after the creation of the partnership?
Yes, as long as all partners agree to the changes.
How long does it take to create a DC general partnership?
The filing process takes approximately two weeks before the partnership is established.
Do partnerships need to register with the Office of the Secretary of the District of Columbia?
No, only corporations sometimes need to register with the Office of the Secretary of the District of Columbia.
Do all partners of a general partnership need to make equal contributions of time, money, or other resources?
No, unless agreed to in the partnership agreement, contributions of time, money, or other resources, rented goods, personal investments, etc., can vary between partners.
Can partner’s borrowing decision resulting in excessive debts cause trouble for the company in DC?
Yes, when a partner is borrowing excessively, the actions can have legal implications and financial compliance issues for other partners.
Who pays the Social Security and Medicare taxes for a DC general partnership?
Each partner pays their share of Social Security and Medicare referred to as self-employment tax for the partnership-income share made during a year.
Does DC have any specific requirements for a business name of a general partnership?
Yes, DC requires that each partnership use the name of each individual partner or trade name and identifying the individual versus separate legal entity.
What is the maximum number of individuals that can be part of a general partnership in DC?
There is no maximum or minimum number of partners.

Also Read

Conclusion

A general partnership can be viable for individuals looking to establish a business in DC with shared decision-making, management responsibilities, and profits. This type of business structure is relatively simple to establish and offers flexibility in operations. However, it is essential for potential partners to carefully consider the unlimited personal liability aspect of general partnerships, which means that each partner’s personal assets could be at risk to cover any debts or obligations incurred by the business. Before forming a general partnership, the partners should have a clear and well-drafted partnership agreement that outlines the roles, responsibilities, profit-sharing, and dispute-resolution mechanisms to ensure a smooth working relationship and minimize potential conflicts. Partners should also explore other business structures, like limited liability partnerships or corporations, to determine the best fit for their needs and goals.

Leave a Comment