Composition of incorporated limited partnerships
37 Composition of incorporated limited partnerships
An incorporated limited partnership must have —
at least one general partner; and
at least one limited partner.
An incorporated limited partnership may have any number of limited partners.
An incorporated limited partnership must not have more than 20 general partners.
A person may be a general partner or a limited partner in an incorporated limited partnership.
For the purposes of subsection (3), if a general partner is a partnership (including an external partnership), the general partner is to be counted as follows —
if, under the law of the place where the partnership is formed, no partner in the partnership has limited liability for the liabilities of the partnership — each partner in the partnership is to be counted in place of the general partner;
if, under the law of the place where the partnership is formed, any partner in the partnership has limited liability for the liabilities of the partnership — each partner in the partnership whose liability is not so limited is to be counted in place of the general partner.
This Act’s bill:Explanatory memorandumSecond reading speech
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