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Limited Partnership (LP)

A Limited Partnership (LP) combines features of both a company and of a partnership. It gives owners the flexibility of operating as a partnership while having a separate legal identity like a private limited company.

Common uses of an LP:

  • Collective investments schemes and closed-end funds

  • Private equity and venture capital schemes

  • Joint venture

  • Holding property interests

  • Tax and financial planning

  • Estate planning

  • Asset protection

KEY FEATURES

Legal Personality:

Can be registered with or without legal personality.
The general partners may elect that a LP shall have a legal personality at any time during the lifetime of the LP.

Duration: Subject to the terms of the partnership agreement, the LP also have a continuous and successive existence, through present and future partners until dissolution.

Registered office
Yes, in Mauritius which must be at the office of a licensed Management Company.

Registered Agent
Unless at least one general partner is resident in Mauritius, every LP shall at all times have and maintain in Mauritius a registered agent.

Company Secretary
An LP holding a Global Business Corporation (GBC) must appoint a Company Secretary, resident in Mauritius.

Tax Treaty access
Yes, with over 40 countries.

Partnership Agreement
Every LP shall have a partnership agreement which shall be binding upon the partners, their assignees and subsequent partners.

Company Records
A LP holding a GBC is required to keep its records at its registered office.
Should the LP decide to keep its records elsewhere, the Registrar of Limited Partnerships/ Registrar of Companies will need to be informed.

Accounts
Every LP shall prepare financial statements in accordance with and comply with the International Accounting Standards, within 6 months after the balance sheet date of the LP. An LP holding a GBC shall file its financial statements and report of the auditor with the Financial Services Commission (FSC).

Annual Return
Every LP shall once a year submit to the Registrar an annual return of the LP.

Tax Return
LP holding a GBC are required to submit Advance Payment System (APS) statements and pay tax on a quarterly basis either on the basis of either their previous year’s income or the income of the current quarter.

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