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...

Limited partnership dissolution explained: technical versus general dissolution and winding-up responsibilities, including PFLP-specific provisions under the Limited Partnerships Act 1907

Published by a LexisNexis Corporate expert

Practice notes

dissolution

A limited partnership established under the Limited Partnerships Act 1907 (LPA 1907) may come to an end by its:

dissolution, or
insolvency

Much of the legal framework applicable to general partnerships under the Partnership Act 1890 (PA 1890), alongside relevant case law, also extends to limited partnerships and is drawn upon throughout this note. This Practice Note outlines what ‘dissolution’ entails for a limited partnership.

With effect from 6 April 2017, the LPA 1907 was amended by the Legislative Reform (Private Fund Limited Partnerships) Order 2017, SI 2017/514 (LRO). HM Treasury first released a draft of the LRO in January 2017, accompanied by an explanatory document. The LRO followed a government consultation that opened in July 2015 and closed in October 2015, proposing updates to UK limited partnership legislation to make these structures more effective vehicles for private equity and venture capital investment. The reforms introduced by the LRO are limited to those limited partnerships designated as private fund limited partnerships (PFLPs)...

To view the latest version of this document and thousands of others like it, sign-in with LexisNexis or register for a free trial.

Web page updated on 21/05/2026

Popular documents

Using the Judicial College Guidelines to assess general damages in personal injury claims

When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...

Tomlin orders in England and Wales: CPR guidance on drafting, confidentiality, approval, variation, enforcement, limitation, CCA issues, court-specific requirements, sample wording and precedents

This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...

Precedent: Deed of Surrender of Lease with Optional Premium, Settlement and Release, Landlord, Mortgagee and Guarantor Consents, Reimbursement and HM Land Registry Provisions (England and Wales)

Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...

Precedent Statutory Declaration: Standard Wording under the Statutory Declarations Act 1835

I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...