A Limited Partnership has two classes of partners: general partners who manage the business and carry unlimited personal liability, and limited partners who contribute capital and share in profits but take no role in management and carry no personal liability beyond what they invested. It is the structure behind most real estate funds, private equity vehicles, and family investment arrangements.
Included in Every Formation
What's Included on our Service Fee?
Your service fee covers the formal documents, certificates, and resolutions banks and government agencies actually ask for, not just a state filing receipt.
- Articles of Organization
- Minutes
- Regulations
- Membership Certificates
- Preliminary Name Search
- Attorney fees
- Corporate or Company Seal
- Records Book
- Banking Resolution
- EIN Filing Support
Benefits
Decades Of Filing Experience, Working For You.
Every formation is prepared, reviewed, and filed by a licensed legal team, the kind of accountability a DIY filing app can't offer.
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Every document is checked for accuracy before it leaves our desk.
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Deadlines tracked for you, so you never incur penalties or late fees.
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Multi state filings handled in a single, coordinated process.
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Hand off the paperwork and get back to what actually matters.
FAQ
Common Questions About Forming a Limited Partnership
Still have questions? Talk to an attorney!
Businesses and investment vehicles that have a clear separation between those who run the operation and those who provide the capital. Real estate syndicators, private fund managers, and family wealth structures are the most common uses. If your business has active operators and passive investors, a Limited Partnership gives each group exactly what they need.
As long as a limited partner does not participate in management decisions, their personal liability is capped at the amount they invested. They cannot lose more than they put in. The moment a limited partner begins exercising management authority, that protection is at risk. The structure only works when the roles are clearly defined and maintained.
Yes. A Limited Partnership can have multiple general partners, multiple limited partners, or both. The partnership agreement governs how authority is divided among general partners and how profits are allocated across all classes. Getting that document right is the most important part of the formation.
Income and losses pass through to the partners and are reported on their individual returns. The partnership itself does not pay federal income tax. Limited partners generally receive passive income allocations, while general partners may have self employment tax considerations depending on their role. Your CPA will advise on the specifics.
Yes, and this is one of the structure's primary advantages. Limited partnership interests can be transferred to new investors, gifted to family members, or used in estate planning without disrupting the partnership's management or operations. The partnership agreement will govern how and when those transfers can occur.
Most Limited Partnerships are formed within 5 to 7 business days of filing. The partnership agreement, which governs the relationship between all partners, takes additional time to draft and is worth the investment. Your attorney will confirm the full timeline before anything is filed.
Yes. We handle LP formations nationwide. The state you form in and the states where partners are located do not need to be the same, and your attorney will advise on where formation makes the most sense for your structure.