Annotated Form of Basic Delaware Limited Partnership Agreement
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FAQ
Pros of a Limited Partnership. Capital Amount is Quite Generous. Limited Partner Faces Limited Liability for Losses. Shared Responsibility of Work. Cons of a Limited Partnership. Breach in Agreement. General Partners Bear Maximum Risk in Case of Debts.
Step One) Choose an LP Name. Step Two) Designate a Registered Agent. Step Three) File the Certificate of Limited Partnership. Step Four) Create a Limited Partnership Agreement. Step Five) Handle Taxation Requirements. Step Six) Obtain Business Licenses and Permits.
Limited partnerships are generally used by hedge funds and investment partnerships as they offer the ability to raise capital without giving up control. Limited partners invest in an LP and have little to no control over the management of the entity, but their liability is limited to their personal investment.
Extensive Documentation Required. Lack of Legal Distinction for General Partners. General Partners' Personal Assets Unprotected. General Partners Liable for Each Others' Actions. Less Protection from Excessive Taxation.
Delaware Revised Uniform Limited Partnership Act (the "Act"). An ELP as such is not an entity with separate legal personality, and cannot own property in its own right; the general statutory position is that the property of the ELP will be held on statutory trusts by the GPs jointly under section 6(2) of the Law.
A Delaware Limited Partnership refers to a business entity in the state of Delaware that consists of at least one general partner and at least one limited partner. The general partner can be either an individual or an entity, such as a corporation.
The most important difference between the LLC and LP relates to the personal liability of the participants.A limited partner typically does not have personal liability for partnership obligations, but is not permitted to participate in the day-to-day management of the limited partnership.