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Subject:
Partnership becomes sole proprietorship- legal and tax implications
Category: Relationships and Society > Law Asked by: googleda-ga List Price: $5.00 |
Posted:
07 Mar 2004 23:59 PST
Expires: 25 Mar 2004 12:06 PST Question ID: 314463 |
I haven't been able to find an answer to this question in any small- business books. What happens to the legal entity of a (New York State) business partnership when the partnership breaks up and one person buys the other person out? Does it 'automatically' become a sole proprietorship? What does the remaining partner need to do, legally and for tax purposes, to continue working under the same business name? Please include references in your answer. Thanks. |
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There is no answer at this time. |
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Subject:
Re: Partnership becomes sole proprietorship- legal and tax implications
From: ipfan-ga on 08 Mar 2004 10:11 PST |
I do not know if New York has the, or a variant of the, Uniform Partnership Act on its books, but if it does, that uniform act defines a partnership as a business venture for profit of "two or more persons." By definition, then, it cannot be a "partnership" with only one person and the uniform act states that in such a case the partnership is "dissolved" and must be "wound down." So no, it does not automatically become a sole proprietorship. Once the partnership is dissolved and wound down, however, you may continue to use the name as a sole proprietor as long as you do not continue to hold that sole proprietorship out as a partnership. A note of caution--a dissociated partner may still ,under certain circumstances, bind the partnership even after he or she is bought out, so you should check with a New York lawyer about filing a statement of dissociation and a statement of partnership dissolution. |
Subject:
Re: Partnership becomes sole proprietorship- legal and tax implications
From: googleda-ga on 25 Mar 2004 12:05 PST |
Thanks for the comment. I spoke with an accountant, who said that I don't need to re-file for a DBA or other new york state paperwork, I can keep doing business (as you said), and I will of course need to file a schedual C. Just wanted to note that in case other people search and find my question... |
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