Limited Partnership Formation

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Limited Partnership Formation in the UK

About Limited Partnership Formation

A limited partnership formation is a type of partnership registered in agreement with the Limited Partnership Act of 1907.

This type of partnership requires two or more people, with at least one person acting as the General Partner with management authority and personal liability and at least one person acting as the limited partner who is an investor with no management authority. The general and limited partners must enter into the limited partnership by either oral or written agreement.


Why Choose to Set Up a Limited Partnership?


  • A limited partnership’s income is not taxed at the business level. Instead, business profit and loss are passed through to the partners for reporting on their personal tax returns.
  • The liability for debts that cannot be paid in a limited partnership gets split among the partners within the company.
  • Limited partnerships can generate capital investments by adding more limited partners.


The Partner’s Responsibilities Differ as follows:


General Partner:


  • Responsible for managing the business
  • Make permanent decisions within the company
  • Liable for the debts the business cannot pay


Limited Partner:


  • Only liable for debts up to the amount contributed
  • Cannot manage the business
  • Investor of the Limited Partnership


Anticipated Time Frame


On average, it takes around five regular business days to register a limited partnership.


Requirements for a Limited Partnership Formation


To register a Limited Partnership, you will be required to supply the following:


  • The company name ending with either ‘Limited Partnership’ or ‘LP.’
  • Nature of Business
  • The Business Address (must be located within the UK, we can supply an address if required)
  • Details of how long the partners will register for the partnership
  • Full Name of General Partners
  • Full Name of Limited Partners
  • The amount that each Limited Partner is contributing
  • It cannot be incorporated electronically. It must be processed by paper.


Once you have supplied all the relevant information, Companies House will issue a Certificate of Incorporation, confirming that your company has been registered on the Register of Companies.


  • Those registering Limited Partnerships must demonstrate that they are registered with an official anti-money laundering supervised agent, such as an accountant, lawyer, or overseas equivalent.
  • The Limited Partnership must demonstrate an ongoing link to the UK, for example, by keeping its principal place of business in the UK.
  • All Limited Partnerships must submit a Confirmation Statement at least every 12 months to Companies House to ensure their information is accurate and up to date.
  • Companies House retain the power to strike off dissolved Limited Partnerships and Limited Partnerships not carrying on any business.

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