Set up and run a limited partnership

Last updated: 7 March 2017

Partners' responsibilities

You must have at least one 'general partner' and one 'limited partner' - a partner can be an individual or a company.

What type of partner you are makes a difference to:

  • your liability for the partnership's debts
  • your responsibilities

You can't be a general and a limited partner at the same time.

All partners are equally responsible for any debts or obligations until the partnership has been registered.

Limited partners

As a limited partner you:

  • contribute an amount of money or property to the business when it's set up
  • are only liable for debts up to the amount you've contributed
  • can't manage the business
  • can't remove your original contribution

You must register for Self Assessment with HM Revenue and Customs (HMRC).

General partners

As a general partner you:

You must:

You don't have to send accounts to Companies House unless the general partner is a limited company.

You must also tell Companies House about any changes, eg to the registered name, address or members.

Set up and run a limited partnership
Partners' responsibilities