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

by
Create a General Partnership in Washington

If you would like to create a general partnership in Washington, 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 Washington for your general partnership to personally carry potentially unlimited liability.

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 Washington.

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

Steps in Creating a General Partnership in Washington

What is General Partnership in Washington?

A general partnership in Washington 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 Washington Corporations or limited liability partnerships.

It is recommended that you consult to Washington 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 Washington 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
  • Washington 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 Washington

To create a general partnership in Washington, 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 Washington. 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 Washington 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 Washington with Washington Secretary of State.

Filing a DBA in Washington has three methods, online, by mail, and in person filing., which costs around $24. There is Indefinite validity in renewing your DBA. 

In Washington, 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 180 days. You must file a name reservation application in the Washington Secretary of State to keep the name. 

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 Washington. 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 Washington. The default laws might not be appropriate for your requirements.

Step 3: Request an EIN in Washington

After completing the partnership agreement, you should get or seek an Employer Identification Number (EIN) in Washington. 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 Washington 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 Washington 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 Washington. Numerous general partnership licenses need to be filed and renewed regularly.

In Washington, the business license fee costs about $50 – $300.

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

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 Washington 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 Washington, check out the Best Bank for Washington Small Business.

Pros and Cons of a General Partnership in Washington

In forming a general partnership in Washington, 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 Washington

  • 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 Washington

  • 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 Washington

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 Washington, the business license fee ranges from $50 – $300, and varies by jurisdiction and license type.

Pay Your Taxes in Washington

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

Washington taxes information will help you with what to pay before or during the operation of your professional corporation. You can check out the Washington 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 Washington?

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

FAQs

What is a general partnership?
A general partnership is a business structure in which two or more individuals share ownership and responsibility for the business.
What are the advantages of a general partnership in Washington?
In Washington, general partnerships offer the advantage of pass-through taxation, meaning the profits and losses of the business flow through to the partners and are reported on their personal tax returns.
Do I need to file any paperwork to create a general partnership in Washington?
No, there is no requirement to file paperwork with the state to create a general partnership in Washington.
Do I need to register my general partnership with the state of Washington?
Although it is not required to file any paperwork to create your general partnership, you should generally list your partnership with the Washington Secretary of State’s Office.
How do I register my general partnership with the Washington Secretary of State’s Office?
You can register your Washington general partnership by filing a Certificate of Registration of Partnership.
Do I need to file for a business license to operate a general partnership in Washington?
Yes, you are required to get a Washington State business license to operate a general partnership in the state.
How do I apply for a Washington State business license?
You can apply for a Washington State business license online through the state’s Business Licensing Service.
Are there any specific rules I need to follow when naming my Washington general partnership?
Yes, the name of your Washington general partnership must not already be taken by another business operating in the state.
How can I check if my preferred business name is available in Washington?
You can search for existing Washington business names at the Business License Application System.
Is there a fee to file a Certificate of Registration of Partnership with the Washington Secretary of State’s Office?
Yes, the fee to file a Certificate of Registration of Partnership in Washington is $59.
Can foreign general partnerships register to do business in Washington, even if they aren’t based in the state?
Yes, foreign general partnerships can register to do business in Washington, but they will need to file a registration statement with the Washington Secretary of State’s Office.
Do I need to file annual reports for my Washington general partnership?
No, Washington general partnerships are not required to file annual reports with the state.
How do I dissolve my Washington general partnership?
You can dissolve your Washington general partnership by filing a Statement of Dissolution with the Secretary of State’s Office.
What happens to the debt of a dissolved general partnership?
Each partner of a general partnership is jointly and severally liable for the partnership’s debts, which means they may be held personally responsible for paying outstanding debts.
Can I transfer ownership of my Washington general partnership to someone else?
Yes, ownership of a Washington general partnership can be transferred by selling or gifting partnership interests to another person.
Can I add a new partner to my general partnership?
Yes, you can add a new partner by having them purchase an ownership interest in the partnership.
Can a limited liability company (LLC) be a partner in a Washington general partnership?
Yes, an LLC can be a partner in a Washington general partnership.
Do I need a written partnership agreement in Washington?
While a written partnership agreement is not required by law, it’s highly recommended to create one to help establish the terms and conditions of the partnership.
Can one partner have more control than the others in a Washington general partnership?
Yes, a partnership agreement can designate one or more partners with management or decision-making responsibilities.
What happens if a partner in the Washington general partnership dies or becomes incapacitated?
In such circumstances specified in the partnership agreement, a partner’s rights and responsibilities should pass to any successors such as the spouse or children.
Can I engage in business activities outside of Washington with my Washington general partnership?
Yes, you can engage in business activities outside of Washington with your general partnership.
Do I need to pay Washington’s Business & Occupation (B&O) tax as a general partnership?
General partnerships in Washington do not pay B&O tax; however, partners may need to report their share of the business’s profits/losses on applicable state and federal tax forms.
Can I change the structure of my general partnership in the future if I need to?
Yes, you can change the structure and entity type of the business to meet your needs or goals.
Can I dissolve my Washington general partnership without consulting all of the other partners first?
No, when dissolving a Washington general partnership, you must consult with all partners and obtain a majority vote before taking action.
What happens if I want to leave the partnership before the agreed-upon term ends?
Depending on the terms of your partnership agreement, you may be required to buy out your remaining obligations or wait until the next partner is acquired.
Can I work for my general partnership while still holding a full-time job?
Yes, as a partner in a general partnership, you can maintain a primary job and still work for the partnership part-time.
Are there any rules governing how profits are divided between the partners in a Washington general partnership?
Rules governing how profits are divided in a partnership are often outlined in the partnership agreement.
Can I be held personally liable for the debts of the partnership?
In a Washington general partnership, all partners are generally held jointly and severally liable for the debts of the partnership.
How much exemption do small general partnerships get in Washington?
Under Washington law, general partnerships with monthly net earnings of $3000 or less are exempt from many state taxes on their business earnings.
What is required to create a general partnership in Washington?
To create a general partnership in Washington, partners don’t need to write and file any formal formation documents. Instead, a partnership agreement is recommended to state the roles and responsibilities of each partner in the business.
Can a general partnership be created without a written agreement?
Yes, a general partnership can be created without a written agreement, but it’s recommended that the partners produce one to define responsibilities and expectations.
How are decisions made in a general partnership in Washington?
In a general partnership in Washington, decisions are made by the partners usually acting by unanimous consent.
Are general partner owners in the business that they and their partners have in Washington?
Yes, general partners are owners in the business partnerships that they and their partners create in Washington.
What is the liability for debts and obligations of a Washington general partnership?
Partners in Washington general partnerships have limitless liability for the debts and obligations of the partnership.
What’s the tax status of a general partnership in Washington?
In Washington, income taxes on a general partnership aren’t imposed; instead, profits and losses flow through the partners to their personal tax returns, and each partner pays taxes on their share of the income.
Do I need to register my Washington general partnership with the state?
In Washington, general partnerships aren’t mandatory attestation with the Secretary of State. But selling product or providing renderings to consumers are regulated by the Department of Revenue and Business Licensing Services.
What are some examples of a business that’s best for forming a general partnership in Washington?
General partnership in Washington are better suited to small-scale businesses like family-owned businesses, partnering consultants or attorneys.
When do I require a DBA name for my Washington general partnership?
If the general partnership will run under a name different from the partners’ names, the business needs to file for a DBA (Doing Business As) name registration in Washington.
Can a general partnership confer shares of the firm to workers or additional investors?
No, Washington general partnerships do not have shares, usually. The proprietors define the share percentage in the Company mentioned in their partnership agreement.
Can a Washington general partnership dissolve or terminate?
Yes, a Washington general partnership can be formally dissolved at any time if all associates agree unanimously or under suggested terms specific in a partnership agreement.
Are registered agents required to be named by United States citizens rather than a foreign person in Washington?
No, anyone can serve the role of a registered agent in Washington but would require a physical registered location within the state.
What documents do people have to execute to schedule a partnership agreement?
People partnering with a different group must render a fair agreement, specifically highlighting personable assets very particularly ahead of time, nonetheless, not necessary to finalize the agreement bindingly.
Can Washington people in certain occupations enter a general partnership avoid corporating as limited liability partnerships?
Yes. Those working as attorneys, accountants, or doctors in Washington can create a general partnership rather than being limited to an LLP structure.
What is the average timeline taken to start a general partnership in Washington?
Since general partnerships aren’t contingent on filing formal paperwork with the state, Washington people can start right away.
Are Washington Business Academy Policies distinct for general partnerships?
Washington Business Academy policies are geared for raring normal sole business enterprises and incorporate rules for GMs, organizing records, and obtaining licenses and permits.
As a partner, can I transmit property I own to develop resources for the business?
Perhaps. Washington partnerships are not ordered by statute; a written agreement ideally suggested the competence for colleagues to contribute own properties to assist or grow their business, if that’s what is written in the transfer-paper.
If a general partnership needs a license down the road, which value of license do they need?
General partnerships in Washington must have a license to operate if they are engaging in specific businesses regulated by the state, agency or ordinance they must contact need.
Can a respective partner exit the agreement overnight?
Unless specifically authorized by a contract, washington general partnership leads are unable to exit from the Business until fulfilling required measures under the partnership agreement.
Does Washington track all business levy’s specifically?
Yes, Washington accepts B&O levy based on industrial gathering or retaining activities performed within the state with particular rates set aside for industry sectors.
Who is involved in running a general partnership as an owner?
All the colleagues in a Washington general partnership combine resources to support administration, promote ventures, expand objectives, and bear risks from Company litigation accompanied by the Partnership Agreement in that state.
Are capital prerequisites necessary to commence a partnership ownership?
Not particularly, providing co-owners possess assets to initiate practices suggested by the contract served.
Can people scan general partnership agreements for inconsistencies?
Certainly. Specifically, legal consultants with knowledge of partnership agreement may probate the document before it is sigуed by executing whons.
Who sees the amount past earnings share of the Partnership?
Alike any revenues accomplished by members of a Washington Partnership, they flow into personal/partnership funds instances at the estate.
Are filings with uniform partnership firms demanded to form a general partnership?
No, Washington co-owners are not urged to apply at the SEC to initiate.
Can limited liability entrepreneurs start a partnership structure in Washington?
Yes, limited liability enterprise architects can accommodate partnership constructions under Washington state law.
How is dividend of pay equity allowed amongst control relations in the law structure of partnerships?
Washington legislation does not establish links separating these partnerships from their landholder but enable entrepreneurs to reach terms via concluding contract instead.

Also Read

Conclusion

A general partnership can be viable for individuals looking to establish a business in Washington 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