Limited Partnerships

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The Limited Partnerships Act 2011 introduces the concept of Limited Partnerships which is a flexible vehicle for investment purposes. It gives owners the flexibility of operating as a partnership while having a separate legal identity similar to a Company.

Limited Partnerships are tax transparent vehicles, i.e. the partners are liable to income tax on their share of income from the Limited Partnership. The Limited Partnership, however, may opt to be liable to income tax on its taxable income.

A Limited Partnership requires at least one General Partner (“GP”) and one Limited Partner (“LP”).

The GP is the deciding body of the Limited Partnership and has the authority to conduct and manage the business and affairs of the Limited Partnership and exercise all its rights, powers and authority. The GP is personally liable for partnership debts. The LP’s liability is limited to the capital contributed or agreed to be contributed in the Limited Partnership and cannot execute documents on behalf of the Limited Partnership nor bind the Limited Partnership.

The Registrar of Limited Partnerships is the Registrar of Companies. A Limited Partnership can also apply for a Global Business Licence Category One.

Limited Partnerships enable Global Funds to be structured directly in Mauritius, hence lessening the need for complex master-feeder structures or creative manipulation of companies in order to achieve the optimal structure.