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Key definition
Limited partner definition

What does Limited partner mean? In practice, a limited partner is an investing partner in a limited partnership who contributes capital and shares profits but does not manage the business. The role is created by statute: the Limited Partnerships Act 1907 (UK and Ireland), with additional UK detail for private fund limited partnerships under the 2017 Order, and for Irish regulated fund vehicles under the Investment Limited Partnerships Act 1994 (as amended). Key features: - limited liability: generally limited to the amount contributed to the partnership and stated on registration. - No management: a limited partner must not take part in management or bind the firm;...

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UK taxation of limited partnerships: transparency, limited partner interest relief disallowance and NICs, tiered structures (BCM Cayman), and fund regimes including PFLPs, DIMF and IBCI, with ECCTA 2023 updates.

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Practice notes
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This Practice Note is about the tax treatment of Limited partnerships

In general, the fiscal treatment of limited partnerships broadly mirrors that of general Partnerships (see Practice Note: Taxation of general partnerships). A limited partnership is transparent for tax purposes; it is not a taxable person in its own capacity. Rather, the partners are charged to tax on their respective shares of the firm’s profits and gains, and can obtain relief for corresponding shares of its losses, whether or not those profits and gains are actually distributed to them. That said, there are specific tax rules that apply to Limited partners (and at times to partners in a general partnership who conduct themselves as if they were limited partners), and these are considered in this Practice Note. Note also that the rules concerning the utilisation of losses by a limited partner are set out in Practice Note: Partnership losses. For details on using limited partnerships as structures for owning real estate, see Practice Note: Property holding structures—direct tax treatment of a UK limited partnership; and for foundational material on limited partnerships more generally, see Practice Note: The nature of a limited partnership and its legal framework...

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Web page updated on 21/05/2026

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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 ...

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