California Limited Partnership Agreement

Download our attorney-drafted California limited partnership agreement today and form your own partnership.

A Limited Partnership ("LP") is a specific association of one or more general partners with one or more limited partners.


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Limited Partnership Agreement

A limited partnership is similar to a general partnership; however, there are two types of partners instead of one. The two types of partners in a limited partnership are:

  1. General partners
  2. Limited partners

General partners are partners who manage the business and have the same risks and liabilities as partners in a general partnership.

Limited partners are partners who contribute only money to the business and do not participate in managing it. Limited partners have limited liability for the business's debts and are usually at risk only for their initial investment. Typically if the business does well the limited partners would receive cash payouts.

In a limited partnership, it is possible for a partner to be both a limited and a general partner. However, you must have at least one general partner and one limited partner. It is also possible for a corporation to be a general partner.

Our 15-page, California limited partnership agreement covers these important topics:

  • Capital contributions
  • Partnership accounts
  • Powers, duties, and liabilities of general partners
  • Contracts of agents
  • Partnership records
  • Withdrawal of a partner
  • Termination of the partnership
  • Power of attorney
  • General provisions
  • And more.

Probably the most important benefit of a limited partnership is that the limited partner(s) have limited liability as long as they do not take part in management or control of the business.

There is also less paperwork with a limited partnership as opposed to a corporation or LLC. These benefits have made the limited partnership a popular business structure for investors and venture capitalists.

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• California Limited Partnership Agreement

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