Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Limited partnership definition

What does Limited partnership mean? A limited partnership is a partnership used to pool capital where investors seek limited liability without day‑to‑day control. It has at least one general partner, who manages the business and is liable without limit, and one or more limited partners, whose liability is limited to their agreed contribution provided they do not take part in management. In England and Wales and Scotland it is a statutory vehicle under the Limited Partnerships Act 1907 and must be registered at Companies House. Scottish limited partnerships (SLPs) have separate legal personality; English and Welsh LPs do not. In Northern Ireland, limited partnerships are governed...

Solvent winding up of English limited partnerships (including PFLPs) on general dissolution: consequences, authority, outgoing partners, asset distribution, goodwill and employees

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Practice notes

This Practice Note

This Practice Note considers Limited partnerships constituted under the Limited Partnerships Act 1907 (LPA 1907) and subject to English law, and contrasts them with general partnerships formed under the Partnership Act 1890 (PA 1890), Limited Liability partnerships, and those partnerships governed by Scottish law. With effect from 6 April 2017, the LPA 1907 was amended by the Legislative Reform (Private Fund Limited Partnerships) Order 2017, SI 2017/514 (the LRO). A draft of the LRO was initially issued by HM Treasury in January 2017 together with an explanatory document. Its publication followed a government Consultation that began in July 2015 and closed in October 2015 on proposed amendments to UK limited partnership legislation intended to make such partnerships more effective vehicles for private equity and venture capital investments. The changes introduced by the LRO apply solely to those limited partnerships that are designated as private fund limited partnerships (PFLPs). Accordingly, this Practice Note reflects the provisions of the LPA 1907 as modified by the LRO, in so far as they relate to the inclusion of PFLPs within the English limited partnership regime...

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Web page updated on 21/05/2026

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