Limited Partnership

B. Filing with the state is required 

1. Filing with the State is required 

Like an LLP and a corporation, a limited partnership can be formed only pursuant to a state statute and only by filing a certificate with the state.

2. Contents of the filing document 

Most states required the certificate of Limited partnership to include the following :

a. A statement that the entity is a Limited Partnership. The name must contain the words " limited partnership" or the abbrevuation "Ltd."

b. The name of the agent for service of process and the address of the office.

c. The name and business sddress of each general partner.

d. The latest date upon which the limited partnership is to dussolve.  

C. Operation of a limited partnership

1. Limited partner dose not manage

Limited partners have no right to take part in the day-to-day management of their limited partnership.

2. Limited partner is not an agnet

A limited partner is not an agnet of the partnership. Thus, a limited partner has no authority to enter into contracts on behalf of the partnership.

D. Termination of a limited partnership 

A limited partnership may be dissolved by :

a. The occurrence of the time or event stated in the partnership agreement.

b. Written consent of all general partners.

c. Withdrawal or death of a general partner.

d. Judicial decree.