AN OVERVIEW OF KANSAS GENERAL PARTNERSHIPS & THE KANSAS UNIFORM PARTNERSHIP ACT
June 29, 2018
On behalf of Hyland Law Firm, LLC posted in Kansas Business lawyer on Wednesday, November 21, 2012.
Under the Kansas Uniform Partnership Act, codified at K.S.A. § 56a-101 through 56a-1305, ("KUPA"), it governs the creation, operation and dissolution of Kansas general partnerships. A general partnership is a corporate entity that is created when there is an association of two or more individuals that carry on as co-owners of a business for a profit, despite whether they intended to do so or not.
In order to develop a general partnership, the prospective partners of the entity must file what is known as a "statement of partnership authority" with the Kansas Secretary of State. This document must include the following pertinent information:
The name of the partnership, the address of its main office
The name of all partners and agents of the partnership
The contact information of all partners and agents of the entity
The names of the partners who have the authority to transfer partnership assets, including real property, in the partnership's name
In terms of the relations between partners, typically a partnership agreement governs these important aspects of the business. Said partnership agreements can either be oral or written however, it is recommended that agreements are set into writing in order to maximize the enforceability of its terms. While an agreement may contain certain default provisions as set forth in KUPA, this is not a set requirement. In other words, a partnership agreement can veer from the provisions of KUPA as previously agreed to by the partners. To illustrate, while KUPA provides certain voting and management guidelines that partners can follow, they can agree to a different arrangement that suits their specific needs. Hence, a partnership can agree to decrease or increase a partner's voting ability or level management depending upon the degree of their participation in the business.
Partners of a Kansas general partnership should also determine how to maintain their business records and to accurately account for their profits. While KUPA does not provide any specifics with regard to partnership recordkeeping, it is recommended that they nonetheless have a set process in place to avoid issues down the road. Additionally, KUPA establishes that all partners have the right to access the books and records of their partnership and that this information be stored at the business' main office location.
If you are interested in settling up a general partnership or other type of business entity, it is important to contact a qualified Kansas business attorney to assist you. Only an experienced Kansas business lawyer can fully advise you of your legal options, keep you well-informed during the process of setting up your business, and help you comply with all filing and other information deadlines. For more than two decades, I have successfully assisted business clients located in both Kansas and Missouri in all types of business matters. For more information or to schedule your free confidential consultation, I invite you to contact my office today.