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FORM A NEVADA LIMITED PARTNERSHIP


A Nevada Limited Partnership is a syndicate, group, pool, joint venture, or other unincorporated organization of two or more individuals or entities through which any business, financial operation, or venture is carried on, in which the partners share in the profits and the losses. The partnership is an entity separate from its partners.


A limited partnership consists of a general partner that manages the day-to-day operations of the business and limited partners that are investors in the limited partnership. Typically, the individuals that are the general partners are different than the individuals that are the limited partners, but they need not be mutually exclusive.

A limited partnership permits passive investors to invest capital and share in the profits and losses of a partnership venture without being liable for more than their capital contribution. Those who will be active in the day-to-day operation of the limited partnership business, such as the general partner, however, must remain fully liable.

Because of the exposure to liability, we recommend a limited liability limited partnership rather than the limited partnership, because a strong feature of the limited liability limited partnership is that obligations of the limited liability limited partnership, whether arising in contract, tort, or otherwise, are solely partnership obligations so that none of the partners are personally liable. The only reason for the use of the mere limited partnership form, rather than limited liability limited partnership, is when a limited partnership is required by lenders or other creditors. Understandably, because of liability protection, the limited liability limited partnership form of partnership is preferred over the other types of limited partnerships.

A Nevada Limited Partnership has flow-through tax treatment under Subchapter K of the Internal Revenue Code and therefore a limited partnership is not subject to direct taxation. Instead, the partners must report and assume liability for their share of the limited partnership's gain or loss. Avoiding the entity level tax ensures that income flowing into a limited partnership is taxed only once.

The limited partner generally is not liable for the general obligations of a limited partnership unless that partner is also a general partner or participates in the "control" of the limited partnership's business. The limited partnership statutes permit limited partners to take many common actions without being deemed to have participated in the control of the limited partnership business.

In order to process your Nevada Limited Partnership, you will need a Limited Partnership Agreement that is fully compliant with Nevada law and represents the business entity contemplated by the parties.

In order to process your Limited Partnership, you will need a Limited Partnership Agreement prepared by our Firm or, if you already have a Limited Partnership Agreement, you will need to furnish our Firm an opinion letter from qualified independent legal counsel representing the proposed Limited Partnership stating counsel has reviewed the Limited Partnership Agreement and such Agreement is fully compliant with Nevada law and represents the business entity contemplated by the parties.

We will form your Limited Partnership under the personal direction of a qualified attorney who makes certain that all requirements are met.

View our Nevada LP list of services, speed of service options, and shipping options below.

How to Build Your Business

Start-Up Essentials

How to Save Money on Taxes

Effectively Controlling Your Business

Asset Protection / How to Protect Your Business

Limited Partnership Options

Start-Up Money for Your Business

What You Need if You are Hiring Workers

How to Build Credit for Your Business

Your Success Starts with Knowledge

Shipping information

Shipment of your Entity Records Book and Seal
  • Regular Service - $32.95
  • Next Day Service - $62.95
  • Office Pickup – No Shipping Charge, only pay processing and handling fee - $19.95
  • Regular Service outside Nevada - $32.95
  • Next Day Service outside Nevada - $62.95
Worldwide electronic transfer of documents - delivered to you the same day entity documents are ready.
  • Electronic transfer of entity records in PDF format, depending on your order, includes approximately 20 to 30 plus pages. (Excludes Entity Binder and Seal) - $25.95
  • Electronic transfer of entity records in PDF format, depending on your order, includes approximately 20 to 30 plus pages with 16 Facsimile Seals (Excludes Entity Binder) - $32.95
Shipping to Canada or North America
  • Regular Service to Canada or North America (approximately 3-5 business days for delivery) - $126.95
  • Expedited Shipping to Canada or North America (Next Day Service) - $205.95
Shipping to Mexico or South America
  • Regular Service to Mexico or South America (approximately 7 business days for delivery) - $105.95
  • Expedited Shipping to Mexico or South America (approximately 2 business days for delivery) - $213.95
Shipping to countries in Europe
  • Regular Service to Europe (approximately 4 business days for delivery) - $282.95
  • Expedited Shipping to Europe (approximately 2 business days for delivery) - $304.95
Shipping to Asia
  • Regular Service to Asia (approximately 4 business days for delivery) - $254.95
  • Expedited Shipping to Asia (approximately 3 business days for delivery) - $283.95
Shipping to Africa
  • Regular Service to Africa (approximately 4 business days for delivery) - $392.95
  • Expedited Shipping to Africa (approximately 3 business days for delivery) - $487.95
Shipping to Australia
  • Regular Service to Australia (approximately 7 business days for delivery) - $278.95
  • Expedited Shipping to Africa (approximately 3 business days for delivery) - $314.95

Speed of services

  • If you need a corporation immediately, we have many Nevada corporations, both current year and aged, which are ready for delivery. This is the best option for clients who need a corporation within 0 business days. For more information and a complete list of all our Reddi or Shelf corporations CLICK HERE or call our office at (888) 520-7800 for details.

  • If you need your Limited Partnership formed urgently, for an additional $475 we can expedite the registration of the Limited Partnership and preparation of the Limited Partnership Records and the Limited Partnership Package will be ready the same business day. All orders and related information have to be placed by 1 o'clock p.m. in order to get this same day service.
  • If you need your Limited Partnership formed urgently, for an additional $175 we can expedite the registration of the Limited Partnership and preparation of the Limited Partnership Records and the Limited Partnership Package will be ready the next business day.

    Orders received after 3:30 pm will be processed the following business day.
  • The regular processing time for a Limited Partnership is approximately two weeks. The Limited Partnership Package includes all the documents and the Limited Partnership Seal.
  • We offer two levels of rush service. When you opt for one of our rush services, we guarantee to promptly deliver your Corporation to the State for processing, however, if the State is backlogged, you may experience a delay in receiving your documents. We strive to have all rush orders ready as soon as humanly possible, however if time is of the essence you may opt for one of our Reddi Corps which are ready for immediate delivery.

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Beyond the initial corporation or LLC setup there are additional legal services that you should expect, without additional charge, from whomever you choose to form your Corporation or LLC. Each order placed with Spiegel & Utrera, P.A. includes one on one personalized service from one of our associates. We believe our clients should expect superior customer service, from our law firm. That means explaining the different issues relevant to incorporating or organizing a LLC in a manner that is easy for the client to understand. That way you as a business person can make informed choices when you set up your corporation or LLC.

There are many relevant issues you need to take into consideration but which you may not be aware of when starting a new business: different tax advantages available to you; indemnification and covenant not to sue; federal, state and local filing requirements; name protection; choices of entity structure set up; available agreements and the importance of maintaining corporate and LLC company formalities and complete records; lease reviews; and contracts.

When you use our firm to incorporate or organize your LLC, we will continue to provide you with a toll free number for a 30-day period after incorporating or organizing your LLC so that you may contact our firm whenever you need legal assistance. You can even become a member of our General Counsel Club at a discount, when you incorporate or organize your LLC, and get unlimited legal advice by phone for the entire year.

Seven Powerful Reasons to Incorporate or Organize an LLC

  • Protect yourself from personal liability
  • Business Tax Deductions
  • Minimize IRS Audits
  • Privacy
  • Use of a Marketing framework
  • Raising capital
  • Easy transfer of ownership
Overall discussion of the tax advantages of incorporating or organizing a LLC

Spiegel & Utrera, P.A. has achieved success because we offer Information, Guidance and Counsel with every corporation or limited liability company formed!

We are the low cost providers of incorporation and LLC formation services. This year we will form over 10,000 corporations and LLC's.

Most of our clients are repeat customers or referred to us by users of our services.

Need help Incorporating or Forming your Limited Liability Company? Give us a Call Today! | Frequently Asked Questions

SPIEGEL & UTRERA, P.A. is your one source for business legal services.
Would you rather speak to a lawyer? A Spiegel & Utrera, P.A. associate is ready to take your call.

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Los Angeles, CA 90045
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(310) 258-9700
Fax: (310) 258-9400
Nicolas Spigner, Esq.
Managing Attorney

Delaware

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Suite 202
Dover, DE 19901
Toll Free: (888) 641-3800
(302) 744-9800
Fax: (302) 674-2100
Courtney Riordan, Esq.
Managing Attorney

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Las Vegas, NV 89120
Toll Free: (888) 530 4500
(702) 364 2200
Fax: (702) 458 2100
Joel S. Beck, Esq.
Managing Attorney

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Continental Office Plaza, Suite L12
2340 Des Plaines River Road
Des Plaines, IL 60018
Toll Free: (888) 514-9800
(312) 443-1500
Fax: (312) 443-8900
Michael C. Welchko, Esq.
Managing Attorney

General Counsel Club®

Unlimited Legal & Business Advice
LEARN MORE!
Toll Free: 1 (800) 734 - 9900
Fax: 1 (800) 520 - 7800
ClubAssist@AmeriLawyer.com
Natalia Utrera, Esq.,
Managing Attorney

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