Comprehensive General Partnership Services
Expert guidance for establishing and operating General Partnerships across Vietnam, Asia Pacific, and global business hubs.
Tailored solutions for entrepreneurs and corporate clients.
Understanding the Basics
Overview on General Partnership
Understanding the fundamentals of GP structure for informed business decisions.
Definition
A General Partnership (GP) is a business arrangement where two or more individuals agree to share all assets, profits, and financial and legal liabilities of a jointly-owned business. In a general partnership, partners agree to unlimited liability, meaning liabilities are not capped and can be paid through the seizure of an owner’s personal assets.
Legal Nature
Unlike corporations, a general partnership is not a separate legal entity from its owners. This means the partnership itself does not pay taxes; instead, profits and losses “pass through” to the individual partners who report them on their personal tax returns. The partnership is governed by a partnership agreement, which can be written, oral, or implied.
Formation Simplicity
General partnerships are among the easiest business structures to form. They can be created simply through an agreement between partners, without the need for formal registration in many jurisdictions. However, a written partnership agreement is strongly recommended to clearly define roles, responsibilities, profit-sharing, and dispute resolution mechanisms.
Key Elements & Characteristics
- Joint & Several Liability: Partners share unlimited personal liability for business debts and obligations;
- Shared Management: All partners have equal rights to participate in business decisions unless otherwise agreed;
- Quick Setup: Minimal regulatory requirements compared to corporations;
- Cost Effective: Lower formation and operational costs.
- Pass-Through Taxation: Profits flow directly to partners’ individual tax returns, avoiding double taxation;
- Flexible Profit Distribution: Partners can customize profit-sharing ratios based on contributions and agreements;
- Flexible Terms: Customizable partnership agreements;
- Fiduciary Duties: Partners owe loyalty and care to each other.
Multisector Hubs Solutions
Our Comprehensive Services
Tailored solutions covering every aspect of GP establishment and operations.
Complete guidance on GP formation including jurisdiction selection, partnership agreement drafting, regulatory compliance, and business registration across Vietnam, Singapore, Hong Kong, and other Asia Pacific hubs.
Streamline your GP operations with workflow optimization, process automation, performance metrics implementation, and operational best practices tailored to partnership structures.
Expert contract drafting, review, and negotiation for partnership agreements, vendor contracts, client agreements, non-compete clauses, and profit-sharing arrangements specific to GP structures.
Strategic planning for partnership expansion, market entry strategies, competitive analysis, growth roadmaps, and succession planning to ensure long-term sustainability and profitability.
Financial structuring, capital contribution planning, investment strategy, profit distribution optimization, tax planning, and financial reporting systems for partnership compliance.
Immigration & Visa Services
Work permit applications, investor visas, business visas, residence permits, and immigration compliance for foreign partners establishing GPs in Vietnam and Asia Pacific regions.
HR policy development, partner compensation structures, employee management, organizational design, talent acquisition, and performance management systems for growing partnerships.
Mergers and acquisitions guidance for GPs including partner buyouts, partnership mergers, business valuations, due diligence, deal structuring, and post-merger integration support.
Digital strategy implementation, technology infrastructure, cloud solutions, cybersecurity frameworks, and digital tools integration to modernize GP operations and enhance competitiveness.
Environmental, Social, and Governance strategy development, sustainability reporting, carbon footprint assessment, and ESG compliance frameworks aligned with international standards.
Governance Compliance
Comprehensive governance frameworks, regulatory compliance monitoring, risk management, internal controls, audit preparation, and ongoing compliance reporting for GP operations.
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Need Custom Solutions?
We tailor our services to match your unique business requirements.
Global Perspective
Business Structure & Setup Worldwide
How General Partnerships operate across Vietnam, Asia Pacific, and major global business hubs.
🇻🇳 General Partnership in Vietnam
Under Vietnam’s Law on Enterprises 2020, a General Partnership (Công ty hợp danh) is a distinct business entity with specific characteristics:
▸Minimum 2 general partnerswho are jointly liable for all obligations;
▸Can havelimited partnerswith liability capped at capital contribution;
▸Legal entity status– can own property, sue, and be sued;
▸General partners cannot be partners in other general partnerships;
▸Popular forprofessional services: law firms, accounting, consulting.
Registration Requirements
• Business registration application;
• Draft partnership charter;
• List of partners with ID documents;
• Capital contribution commitment;
• Business registration certificate issuance: 3-5 working days.
Taxation
• Corporate Income Tax (CIT): 20% standard rate;
• Value Added Tax (VAT): 0%, 5%, or 10%;
• Personal Income Tax on profit distribution;
• Business license tax: VND 1-3 million/year.
Key Advantages in Vietnam
• Combines personal expertise with limited liability options;
• Flexibility in management structure;
• Lower regulatory burden than joint-stock companies;
• Suitable for foreign investment in professional services.
🌏 Asia Pacific Business Hubs
🇸🇬 Singapore
• Registration with ACRA required;
• No minimum capital requirement;
• Partners taxed individually;
• Simple formation process;
• Popular for professional services.
🇭🇰 Hong Kong
• Register under Business Registration Ordinance;
• Territorial tax system (16.5% profits tax);
• No legal entity status;
• Maximum 20 partners (general rule);
• Ideal for regional trading businesses.
🇯🇵 Japan
• Gomei-Kaisha (General Partnership);
• Legal entity with unlimited liability;
• Registration with Legal Affairs Bureau;
• Complex tax reporting requirements;
• Less common than KK or GK structures.
🇦🇺 Australia
• Governed by state Partnership Acts;
• ABN registration required;
• Pass-through taxation;
• GST registration if turnover > AUD 75k;
• Common in professional practices.
🇹🇭 Thailand
• Registered (legal entity) or Unregistered;
• Foreign ownership restrictions apply;
• Corporate tax rates: 20%;
• Popular for small Thai businesses;
• Limited use by foreign investors.
🇲🇾 Malaysia
• Register with SSM under Partnership Act 1961;
• Maximum 20 partners;
• Partners taxed individually;
• Separate business account required;
• Suitable for SMEs.
🌏 Global Business Hubs
🇺🇸 United States
• Governed by state law (UPA/RUPA);
• Pass-through taxation (Schedule K-1);
• No formal filing required in most states;
• Partnership agreement highly recommended;
• Popular: Delaware, Wyoming, Nevada;
• Self-employment tax applies.
🇦🇪 UAE (Dubai, Abu Dhabi)
• Federal Law No. 2 of 2015 governs;
• Partners must be UAE nationals or GCC citizens (mainland);
• Free Zone partnerships allow 100% foreign ownership;
• 0% personal income tax;
• 9% corporate tax (above AED 375k);
• DIFC/ADGM offer common law frameworks.
🇬🇧 United Kingdom
• Governed by Partnership Act 1890;
• No separate legal personality;
• Must register with HMRC;
• Partners taxed individually;
• LLP alternative provides limited liability;
• Scotland has separate rules.
🇪🇺 European Union
• Varies by member state:
• Germany: OHG (Offene Handelsgesellschaft).
• France: SNC (Société en Nom Collectif).
• Netherlands: VOF (Vennootschap Onder Firma).
• EU provides freedom of establishment;
• Cross-border partnerships possible.
Our Methodology
How We Analyze & Deliver Solutions
Our systematic approach ensures comprehensive analysis and tailored service delivery for every client.
Initial Assessment
We collect comprehensive information through our registration form to understand your business objectives, current structure, industry focus, and specific requirements for LP formation.
Analysis & Matching
Our experts analyze your profile against our service portfolio, jurisdiction requirements, and industry best practices to identify optimal solutions and service combinations.
Solution Design
We develop a customized service package with clear timelines, deliverables, cost structures, and implementation roadmap tailored to your LP establishment needs.
Execution & Support
Our team guides you through every step of implementation with ongoing support, compliance monitoring, and strategic advisory to ensure long-term success.
Get Started
Start Your GP Journey
Complete this form to help us understand your needs and provide tailored solutions for your General Partnership.