Limited partner can invest with a limit on personal liability. Easy way to secure capital. Business not taxed directly. Disadvantages More complex to organize. Limited partner has no control over the business.
General partner has unlimited personal liability for the obligations of the business.
Lack of continuity in event of death or disability of the general partner. It can enter into contracts, be liable for any obligations, and must pay taxes on income as well as dividends distributed to shareholders. A corporation attracts capital investment funds by selling shares of stock in the company to investors or by trading stock for assets. Generally, stockholders are not liable for claims in excess of the current value of their shares. Corporate officers may be required to personally guarantee bank notes or loans and, therefore, are personally liable for the obligation.