LIMITED PARTNERSHIP

General Partnership  |  Limited Partnership  |  Limited Liability Partnership  |  Extra-Provincial Partnership

Contact Neufeld Legal PC at 403-400-4092 or Chris@NeufeldLegal.com

A limited partnership consists of both general partners and limited partners, where the general partners undertake and are responsible for the operation of the partnership, while the limited partners merely undertake the investment of a specific amount of property to the limited partnership, and as such are "not liable for the obligations of the limited partnership except in respect of the amount of property the limited partner contributes or agrees to contribute to the capital of the limited partnership." [section 57, Partnership Act (Alberta) R.S.A. 2000, c. P-3, which is comparable to section 9 of the Limited Partnerships Act (Ontario) R.S.O. 1990, c. L.16]

Limited partnerships are advantageous to individuals seeking to participate in the upside of a particular business project from an investment standpoint (non-active), while seeking to limit their legal exposure to the amount of their contribution. The critical point is that they refrain from an active role in the business of the partnership, otherwise they seriously risk losing the limited liability protection that they are seeking to benefit from.

Legal counsel for partnerships and joint ventures therefore must facilitate the realization of optimal profits within a legal framework that lawful protects the business participants. This is essential to maximizing your Canadian partnerships and joint ventures, for it provides important assurances that will enable the business to move forward with confidence while limiting future infighting and breakdowns of the business relationship. For legal counsel as to your business partnership or joint venture, contact our law firm at Chris@NeufeldLegal.com or 403-400-4092 / 905-616-8864.

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