Limited partnerships and insolvency—key principles
Produced in partnership with Natasha Dzameh of St John's Chambers
Limited partnerships and insolvency—key principles

The following Restructuring & Insolvency practice note produced in partnership with Natasha Dzameh of St John's Chambers provides comprehensive and up to date legal information covering:

  • Limited partnerships and insolvency—key principles
  • Coronavirus (COVID-19) and the Corporate Insolvency and Governance Act 2020
  • Applicable legislation
  • Private fund limited partnerships
  • Key principles of limited partnerships
  • Companies House requirements
  • Dissolution
  • Bankruptcy/insolvency of limited partner
  • Company or partnership?
  • Modifications unique to limited partnerships
  • More...

Limited partnerships and insolvency—key principles

Coronavirus (COVID-19) and the Corporate Insolvency and Governance Act 2020

This content is affected by the coronavirus (COVID-19) pandemic and the Corporate Insolvency and Governance Act 2020 (CIGA 2020). For further details on the impact of coronavirus on restructuring, see our Coronavirus (COVID-19) toolkit and for related news, guidance and other resources to assist practitioners working on restructuring and insolvency matters, see: Coronavirus (COVID-19)—Restructuring & Insolvency—overview. For further information on CIGA 2020, see Corporate Insolvency and Governance Act 2020—overview.

Applicable legislation

Limited partnerships are created under the Limited Partnerships Act 1907 (LPA 1907). The provisions of the Partnership Act 1890 (PA 1890) together with the rules of equity and common law applicable to partnerships also apply to limited partnerships, subject to the provisions of LPA 1907.

A limited partnership, like a general partnership, is not a separate legal entity (Re Barnard, Martins Bank v Trustee).

For the most part, limited partnerships are subjected to the same law of insolvency as is applied to insolvent general partnerships and the Insolvent Partnerships Order 1994 (IPO 1994), SI 1994/2421 treats general partnerships and limited partnerships in the same way for insolvency purposes.

There are a number of modifications contained in the IPO 1994 unique to limited partnerships. These derive from the fact that while a general partner, for insolvency purposes, is subject to the same rules as

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