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	Understanding Limited Partnerships - TaxGaga
		Limited partners are not personally responsible for liability for debts of the partnership like the general partners are.
		The most a limited partner can lose is the amount that the partner agreed to pay into the partnership as a capital agreement or the amount received from the partner after it became insolvent.
		If a limited partner does choose to become actively involved in the management of the business, he risks losing the immunity from personal liability and in essence becomes as legally responsible as a general partner.
	www.taxgaga.com /pages/c-business/limitedpartnerships.html (286 words)

	Limited Partnership
		While a general partner in an LP has unlimited personal liability, a limited partner's liability is limited to the amount of his or her investment in the company.
		RULPA states that a limited partner shall not be liable as a general partner unless he or she takes control of the business.
		However, a limited partner is not considered to control the business if he or she is a member of the board of directors.
	www.quickmba.com /law/partnership/limited (910 words)

	Law Offices of Afshin A. Asher, Inc. - Limited Partnerships (Site not responding. Last check: 2007-10-11)
		Like the partners in a general partnership, general partners in a limited partnership are personally liable for all of the partnership’s debts and other obligations.
		The limited partnership may also be continued if all the remaining general partners and a specified percentage of the limited partners agree in writing to continue the business within a certain time period.
		Partners of a limited partnership are generally taxed in the same way as the partners of a
	www.lataxlawyer.net /limited_partnerships.html (501 words)

	Limited partnership - Wikipedia, the free encyclopedia
		A limited partnership is a form of partnership similar to a general partnership, except that in addition to one or more general partners (GPs), there are one or more limited partners (LPs).
		Limited partnerships are distinct from limited liability partnerships, in which all partners have limited liability.
		In this arrangement, the general partners are liable only for the business debts of the company, and not for acts of malpractice or other wrongdoing done by the other partners in the course of the partnership's business.
	en.wikipedia.org /wiki/Limited_partnership (869 words)

	Arizona Limited Partnerships Explained
		Limited partners may have certain limited rights granted by a partnership agreement such as the right to attend meetings of partners and the right to vote on the sale of all or substantially all of the assets of the partnership and other major activities of the partnership.
		The second of the two primary differences between general partnerships and limited partnerships is that the limited partners are, as a general rule, not liable for the obligations and liabilities of the partnership.
		The limited partnership is not a taxpaying entity and the profits and losses are passed through to the general and limited partners.
	www.keytlaw.com /az/entities/lp.htm (1109 words)

	Defintion of Limited Partnerships
		The general partner is responsible for the management of the affairs of the partnership, and he has unlimited personal liability for all debts and obligations.
		A typical limited partnership agreement may provide that a majority vote of the limited partners is necessary for the sale of assets or to remove a general partner.
		If a limited partner assumes an active role in management, that partner may lose his limited liability protection and may be treated as a general partner.
	www.rjmintz.com /limited-partnerships.html (580 words)

	LIMITED PARTNERSHIP
		The limited partners would not be involved in the day-to-day business of the partnership and may be non-resident individual, non-resident companies, international companies (or whatever the local equivalent may be), or a combination of nay of the aforementioned.
		A limited partnership would usually be treated as a separate entity for tax purposes and in those centres which have corporation tax, would be able to pay a nominal fee to the local tax authority or relevant government authority in exchange for local tax exemption.
		Partners of locally established limited partnerships would not be assessed to local tax on their share of the profits and in addition, no withholding taxes would be payable on distributions made to non-resident tax.
	www.offshore4u.co.uk /limited_partnership.htm (1294 words)

	Family Limited Partnership
		The limited partner is not subject to any debts of the partnership in excess of the limited partners' capital.
		When the FLP is used to own family investments, the high risk spouse and children are often the limited partners and a spouse who is not susceptible to lawsuits is usually the general partner.
		Limited partners (who are not active in the business) are not subject to the self employment tax on their share of the profits.
	www.vernonjacobs.com /family-partnership.htm (1566 words)

	Limited Partnership Information
		may not contain the name of a limited partner unless it is also the name of a general partner or the corporate name of a corporate general partner or the business has been carried on under that name before the admission of the limited partner.
		Limited partnerships formed prior to March 1, 1989 shall include in their first certificate of amendment filed after that date a statement of the last date certain upon which the limited partnership is to dissolve.
		Limited partnerships formed prior to March 1, 1989 must file appropriate amended certificates of limited partnership to reflect admissions, withdrawals or changes in the capital contributions of limited partners or must file a restated certificate or a certificate of amendment deleting all references to the names, addresses and capital contributions of limited partners.
	www.sec.state.ma.us /cor/corpweb/corlp/lpinf.htm (903 words)

	California Tax Service Center - Limited Partnerships
		A limited partnership is formed by two or more entities and must have at least one limited partner and one general partner.
		Limited partners are only liable for the partnership's debts equal to their investment in the partnership.
		A limited partner normally has little knowledge or participation in the activities of the partnership, the general partner usually runs the limited partnership.
	www.taxes.ca.gov /limitedpartbus.html (952 words)

	Kelan Roy CPA - LP Limited Partnership
		Each Limited Partner is limited in liability to the amount of capital contributed to the partnership, and items of profit and loss passed through to the individual.
		A limited partner who engages in management activities of the partnership may lose the benefits of limited liability and be reclassified as a general partner.
		Limited Partnerships have a limited life and cannot operate in perpetuity; a dissolution date must be submitted at the time of limited partnership organization.
	www.kelanroycpa.com /krcpa/Limited_Partnership.htm (265 words)

	Limited Partnership (Site not responding. Last check: 2007-10-11)
		Because a limited partnership restricts the rights of limited partners, including the right to vote on partnership matters, the right to receive income, and the right to transfer the interest, the value of an interest in a limited partnership is substantially discounted in relationship to the underlying assets of the partnership.
		Moreover, partners should keep in mind that what they own are interests in a limited partnership and not the underling assets of the partnership.
		Limited partners may invest money into the partnership but they don’t have management powers and consequently have no liability for all of the debts of the partnership.
	www.f-s-r.com /limitedpartnership.htm (1275 words)

	Landmark Partners
		When a limited partnership has been formed by several investors pooling their capital and then subsequently looks for investments; virtually all private equity funds, and the majority of private real estate funds, are blind pools.
		Profit sharing component of the general partners’ compensation in a private equity or real estate limited partnership where profits are typically split 80/20 between the limited and general partners, after return of capital.
		Limited partner’s obligation to provide a certain amount of capital to a fund as the fund requests it.
	www.landmarkpartners.com /page.asp?h=kc_glossary (2308 words)

	St. Kitts Financial Services
		Any of the general partners of a limited partnership or a person acting on their behalf may on delivering to the Registrar of Limited Partnerships a declaration of the formation of the limited partnership and on payment of the prescribed registration fee apply for the registration of the declaration.
		The general partners of every limited partnership must keep accounting records which are sufficient to show and explain their transactions in respect of the limited partnership and are such as to disclose with reasonable accuracy at any time the financial position of the limited partnership.
		A limited partnership must be dissolved if there are no general partners, but if the limited partners elect one or more general partners, then its activities may be taken over and continued as provided for in the partnership agreement or a subsequent agreement.
	www.skbfinancialservices.com /limitedpartnerships.php (605 words)

	LP \| Limited Partnership
		A limited partner should have a corporation or, better yet, a limited liability company as its general partner.
		Limited partnerships also have limited partners (who have virtually 0% control and virtually 0% liability).
		A Limited Partnership may send a manager, officer, director of the corporate general partner or an employee to represent the limited partnership in most small claims courts.
	www.companiesinc.com /lp-limited-partnership.asp (1892 words)

	Limited Partnership Opportunities
		Paramount takes a proactive approach to limited partners and consultant communications to affirm we achieve each limited partner's portfolio goals, and to ensure that we are responsive to the changing investment needs of our limited partners.
		Our limited partners can be confident that their investments are managed in a manner that creates the highest return to them, and will not be held beyond the economically preferred disposition date in order to maintain property management income.
		We invest our limited partners' capital as if it were our own, and we realize, as well as welcome, the fiduciary responsibilities associated with the services we provide to our institutional investors.
	www.paramountinv.com /html/limited_partnership.htm (1564 words)

	Limited Partnerships
		A limited partnership must have at least one general partner and at least one limited partner.
		A limited partner generally has no obligation to contribute additional capital to the partnership to cover liabilities, and therefore the risk of loss is limited to the original capital contribution.
		Under the general basis rules, a limited partnership allocates all of the recourse liabilities to the general partners and none to the limited partners.
	www.1065accountant.com /limited-partnerships.htm (875 words)

	Limited Partnerships
		A general partner shall have all the rights and powers and be subject to all the restrictions and liabilities of a partner in a partnership without limited partners, except that without the written consent or ratification by all of the limited partners, a general partner or all of the general partners have no authority to:
		Where there are several limited partners the members may agree that one or more of the limited partners shall have a priority over the other limited partners as to the return of their contribution, as to their compensation by way of income, or as to any other matter.
		The substituted limited partner has all the rights and powers and is subject to all the restrictions and liabilities of his assignor, except those liabilities of which he was ignorant at the time he became a limited partner and which could not be ascertained from the certificate.
	www.fsmlaw.org /yap/code/title23/T23_Ch11.htm (2354 words)

	California Business Portal - Limited Partnerships - Frequently Asked Questions
		A limited partnership or domestic limited partnership means a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners.
		A foreign limited partnership is a partnership formed under the laws of any state other than the State of California or under the laws of a foreign country and having one or more general partners and one or more limited partners (or their equivalents under any name).
		In order to register, a foreign limited partnership shall submit to the Secretary of State an Application for Registration (Form LP-5), a form prescribed by the Secretary of State, as a foreign limited partnership, which is signed and acknowledged by a general partner.
	www.ss.ca.gov /business/lp/lp_faq.htm (1459 words)

	Limited liability limited partnership - Wikipedia, the free encyclopedia
		In a traditional limited partnership the general partners are jointly and severally liable for the debts and obligations of the limited partnership; limited partners are not liable for those debts and obligations beyond the amount of their respective capital contribututions.
		In an LLLP, by having the limited partnership make an election under state law, the general partners are afforded limited liability for the debts and obligatons of the limited partnership that arise during the period that the LLLP election is in place.
		Certain LLLP elections take the form of the limited partnership electing to be a limited liability partnership (this is the format used in, for example, Delaware) while in other states the election is made in the certificate of limited partnership (examples being Florida, Hawaii and Kentucky).
	en.wikipedia.org /wiki/Limited_liability_limited_partnership (453 words)

	WVSOS - Business Organizations - West Virginia Code on Limited Partnerships
		A partner may not receive a distribution from a limited partnership to the extent that, after giving effect to the distribution, all liabilities of the limited partnership, other than liabilities to partners on account of their partnership interests, exceed the fair value of the partnership assets.
		A foreign limited partnership may register with the secretary of state under any name, whether or not it is the name under which it is registered in its state of organization, that could be registered by a domestic limited partnership under the provisions of section two of this article.
		A limited partner may bring an action in the right of a limited partnership to recover a judgment in its favor if general partners with authority to do so have refused to bring the action or if an effort to cause those general partners to bring the action is not likely to succeed.
	www.wvsos.com /business/code/wvclp.htm (5463 words)

	Family Limited Partnership \| Companies Incorporated (Site not responding. Last check: 2007-10-11)
		A limited partnership, unlike a general partnership, has provisions to keep it from being destroyed or penetrated when one partner is sued.
		With a limited partnership, when one of the partners is sued, the judgment creditor (the one who won the lawsuit) could only be granted a charging order on that one individual's interest in the limited partnership.
		Limited partners have no management authority and assume no liability — the most they can lose is the money they've invested in the limited partnership.
	www.companiesinc.com /limitedpartnership.asp (1299 words)

	Benefits of a Limited Partnership - Texas Limited Partnership Law
		This means that a limited partner will not be responsible for the obligations of a limited partnership unless the limited partner is also a general partner or, in addition to exercising the limited partner's rights and powers as a limited partner, the limited partner also participates in the control of the business.
		When a limited partner participates in the control of the business, that limited partner will be liable to those persons who transacted business with the limited partnership, if the limited partner’s actions caused the creditor to reasonably believe that the limited partner was a general partner.
		Additionally, if the limited partner allows the partnership to use the limited partner’s name in the name of the limited partnership, that limited partner may also be liable to creditors of the partnership who extend credit to the limited partnership and who do not actually know that the limited partner is not a general partner.
	www.tomsolomon.com /artman/publish/limited_partnership.shtml (452 words)

	LEGALDOCS - Limited Partnership Agreement (Site not responding. Last check: 2007-10-11)
		The General Partner and the Limited Partners hereby agree to form a limited partnership, hereinafter referred to as "the Partnership," pursuant to the provisions of the Arizona Limited Partnership Act or similar statute.
		Any partner approval at a meeting (other than unanimous approval by Limited Partners of an election to continue the business of the Partnership after the retirement, death, or adjudication of incompetence of a General Partner) shall be valid only if the general nature of the proposal is stated in any written waiver of notice.
		Neither the General Partner nor the Partnership shall be required to determine the tax consequences to a Limited Partner or his or her assignee, arising from the assignment of a Limited Partnership interest.
	www.legaldocs.com /htmdocs/xltd-agr.htm (6971 words)

	How to Form a Limited Partnership - eHow.com
		Limited partners invest in a company but are not involved in the management of the business.
		General partners are personally liable for all debts, while limited partners are only responsible up to the value of their investment in the partnership.
		If a limited partner gets involved in managing the company, he or she may become personally liable for all debts.
	www.ehow.com /how_1841_form-limited-partnership.html (345 words)

	Asset Protection & Arizona Family Limited Partnerships
		A family limited partnership is a type of partnership created pursuant to Arizona law whose partners are members of the same family or one or more entities controlled by the family.
		In general, limited partners are not liable for the debts and obligations of the FLP, but the general partner has unlimited liability.
		Therefore, it is possible in any given year that funds are withheld from partners that the partners may have to recognize taxable income on their profits, but not have any distributions of cash from the FLP to pay the associated income tax.
	www.keytlaw.com /ap/flp.htm (1431 words)

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