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Version status: Partly in force | Document consolidation status: Updated to reflect all known changes
Version date: 26 October 2023 - onwards
Version 7 of 7

4. Definition and constitution of limited partnership.

(1) Limited partnerships may be formed in the manner and subject to the conditions by this Act provided.

(2) A limited partnership must consist of one or more persons called general partners, who shall be liable for all debts and obligations of the firm (including debts and obligations incurred in accordance with section 38 of the Partnership Act 1890), and one or more persons to be called limited partners.

(2A) Each limited partner in a limited partnership that is not a private fund limited partnership shall, at the time of entering into the partnership, contribute to the partnership a sum or sums as capital or property valued at a stated amount, and shall not be liable for the debts or obligations of the firm (including debts or obligations incurred in accordance with section 38 of the Partnership Act 1890) beyond the amount so contributed.

(2B) A limited partner in a private fund limited partnership -

(a) is under no obligation to contribute any capital or property to the partnership unless otherwise agreed between the partners, and