I am assuming that you are issued a K-1 for this partnership. If so, then the K-1 (and your partnership agreement) should indicate your percentage interest in the profit, loss, and capital of the partnership. If there are any contracts or agreements which list you as a sole proprietor, then you should have this changed. Although the owner of the mall property which you are leasing may be aware of your business's status as a partnership, and although they may be aware that you are generally responsible for only X% of the business losses, it's still completely possible for one partner to sign a lease and take on all responsibility for that particular agreement. The owner of the property has no idea how your partnership agreement (assuming one exists) is worded, and so although you may technically only share X% of overall losses, you may very well have a clause in a partnership agreement which indicates that you share 100% of all losses/debts related to lease properties. Ultimately, it's best to have all agreements correspond with one another, as opposed to having a lease agreement which contradicts your partnership agreement. Although you may be able to get things straightened out should anything occur, you would have to do so in a court of law, which will take time and money. My advice would be to get the lease agreement corrected now so as to prevent problems in the future.
Answered on Jan 20th, 2012 at 3:41 PM