Limited Partnership Certificate Template

Download this Limited Partnership Certificate Template in PDF Format to fill and print easily.

A Certificate of Limited Partnership is a legal document that formalizes the creation of a limited partnership within a company. This type of partnership includes at least one general partner and one or more limited partners. General partners are responsible for the day-to-day operations and liabilities of the business, while limited partners invest in the business and share in the profits without being liable for the company’s debts.

Key Elements to Include in the Certificate of Limited Partnership

1. Business Information:
   • Name of the Company: The full legal name of the business.
   • Address: The principal address of the company.
2. General Partner(s):
   • Name(s): Full legal names of the general partner(s).
   • Responsibilities: Outline the general partners’ roles and responsibilities.
3. Limited Partner(s):
   • Name(s): Full legal names of the limited partner(s).
   • Investment Details: Amount and type of investment made by the limited partners.
   • Profit Sharing: Percentage or manner in which profits will be shared with the limited partners.
4. Partnership Details:
   • Nature of Business: Description of the business operations and activities.
   • Date of Formation: The date when the limited partnership was established.
   • Duration: The term of the partnership, if applicable.
5. Rights and Ownership:
   • Limited Partner Rights: Specific rights and limitations of the limited partners.
   • Ownership Structure: Ownership percentages or shares for both general and limited partners.
6. Liability Clause:
   • General Partner Liability: Statement of the general partners’ liability for debts and obligations.
   • Limited Partner Liability: Statement of the limited partners’ lack of liability beyond their investment.
7. Signatures:
   • Signatures of Partners: Signatures of all general and limited partners.
   • Date of Signing: The date when the document was signed.
   • Notary Public: Signature and seal of the notary public or authorized official.

Free Limited Partnership Certificate Template {PDF Form}

Here is a preview of a Free Sample Limited Partnership Certificate Template as a Fillable PDF Form,

Here is the download link for this Limited Partnership Certificate Template,

Sample Certificate of Limited Partnership

Here’s a sample template for a Certificate of Limited Partnership:

Certificate of Limited Partnership

State of [State Name]
County of [County Name]

This Certificate of Limited Partnership is made and entered into on [Date] by and between the following parties:

1. General Partner(s):

• Name: [General Partner’s Full Name]
• Address: [General Partner’s Address]
• Responsibilities: [Outline of Responsibilities]

2. Limited Partner(s):

• Name: [Limited Partner’s Full Name]
• Address: [Limited Partner’s Address]
• Investment Details: [Amount and Type of Investment]
• Profit Sharing: [Percentage or Manner of Profit Sharing]

3. Business Information:

• Company Name: [Full Legal Name of the Company]
• Principal Address: [Company Address]
• Nature of Business: [Description of Business Operations]

4. Partnership Details:

• Date of Formation: [Date of Establishment]
• Duration: [Term of the Partnership, if applicable]

5. Rights and Ownership:

• Limited Partner Rights: [Specific Rights and Limitations]
• Ownership Structure: [Ownership Percentages/Shares]

6. Liability Clause:

• General Partner Liability: The general partner(s) shall be liable for the debts and obligations of the partnership.
• Limited Partner Liability: The limited partner(s) shall not be liable for any debts or obligations of the partnership beyond their investment.

IN WITNESS WHEREOF, the parties hereto have executed this Certificate of Limited Partnership as of the day and year first above written.

General Partner(s):

---

[General Partner’s Signature]
[General Partner’s Full Name]
[Date]

Limited Partner(s):

---

[Limited Partner’s Signature]
[Limited Partner’s Full Name]
[Date]

Notary Public:

---

[Notary Public Signature]
[Notary Public Name]
[Date]
(Seal)

Importance and Uses of the Certificate of Limited Partnership

1. Legal Protection:
   • Ensures limited partners are not held liable for the business’s debts beyond their investment.
2. Formal Recognition:
   • Provides formal recognition of the partnership and its structure, ensuring compliance with local laws.
3. Business Continuity:
   • Facilitates the continuation of the business even if a limited partner decides to leave, without the need to dissolve the partnership.
4. Clear Roles and Responsibilities:
   • Clearly defines the roles and responsibilities of both general and limited partners, minimizing misunderstandings and disputes.
5. Financial Clarity:
   • Outlines the investment and profit-sharing details, providing financial clarity and transparency.

By following these guidelines and using the sample template, you can effectively create a Certificate of Limited Partnership that ensures all necessary details are included, providing clear communication and protecting the rights and responsibilities of all involved parties.