Registration of a Limited Partnership or an Incorporated Limited Partnership
Administered by: Department of Local Government, Industry Regulation and Safety / Consumer Protection
When is this licence required?
You will need to be registered to operate as a limited partnership or an incorporated limited partnership. A partnership is an entity comprised of 2 or more people that jointly carries on business for profit.
A limited partnership allows you to form a partnership with 1 or more general partners (with unlimited liability) and limited partners, whose liability is limited to the amount they have agreed to contribute to the partnership. Limited partners are passive investors and cannot be involved in the management of the business.
An incorporated limited partnership is a special corporate form of partnership primarily established for people engaged in high-risk venture capital projects. It is an organisation that is a legally separate entity from its partners, and must have at least 1 general partner, and 1 or more limited partners. You should seek expert legal advice before establishing an incorporated limited partnership.
What are the eligibility requirements for this licence?
To be eligible for registration, the limited partnership must have:
- a registered office in Western Australia
- a written agreement between the partners
- at least 1 general partner (and a maximum of 20)
- at least 1 limited partner (there is no maximum number of limited partners).
In addition to meeting the requirements of a limited partnership, incorporated limited partnerships must also be or intend to be registered as:
- a Venture Capital Limited Partnership (VCLP)
- an Early State Venture Capital Limited Partnership (ESVCLP)
- an Australian Venture Capital Fund of Funds (AFOF)
- a Venture Capital Management Partnership (VCMP).
How much does this licence cost?
| Task | Type | Amount | Description |
|---|---|---|---|
| Initial | Application | - | Fee information is in the attached fee resource. |
How often do you need to apply for this licence?
As specified
What forms provide more information?
What resources provide more information?
| Task | Type | Resources |
|---|---|---|
| Comply | Advisory Material | Fees and Forms for Limited Partnerships |
What legislation specifies this licence?
Limited Partnerships Act 2016 (Western Australia)
Limited Partnerships Regulations 2017 (Western Australia)
Who can you talk to for more information?
Associations and Charities Branch
Department of Local Government, Industry Regulation and Safety / Consumer Protection
| Operating address | Mason Bird Building Level 1 303 Sevenoaks Street |
| Mailing address | LOCKED BAG 14 Cloisters Square PO, Western Australia 6850 |
| Phone | 1300 304 074 |
| Phone | 08 6552 9300 |
| associations@lgirs.wa.gov.au | |
| Business website | Consumer Protection |
The Small Business Development Corporation does not provide legal advice. The materials present on the SBDC website are provided voluntarily as a service to our clients and do not constitute legal advice. Formal legal advice should be sought when appropriate.
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