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Jersey: Types of Company

Limited Partnership

Limited partnerships are governed by the Limited Partnerships Law 1994, supplemented by the Limited Liability Partnerships (Jersey) Law 1997 and the Limited Liability Partnerships (Insolvent Partnerships) (Regulations) 1998, putting Jersey LLP law on a very advanced basis for this useful form. Companies may be limited or general partners. Limited partnerships are often used in ownership structures for funds, real estate and leveraged financing packages. To form a limited partnership a declaration must first be lodged with the registrar, giving the names of the general partners, but not of the limited partners. The partnership agreement need not be filed. A registration fee of GBP500 is payable, but there is no annual registration fee. The tax treatment of limited partnerships is the same whether they are registered in Jersey or abroad. Each of the partners is separately assessed to tax on their partnership income and gains; resident partners on worldwide partnership income, and non-resident partners only on Jersey income.

In June 2006, the Jersey authorities published new proposals to amend the jurisdiction's Limited Partnership Law, in an effort to improve the competitiveness of the island's offshore financial services industry. One of the main aims of the proposals was to allow a Jersey limited partnership to have a legal personality, bringing the island into line with Guernsey, which amended its relevant legislation in 2001 allowing limited partnerships to elect to have legal identity.

Two new limited partnership laws were adopted by the States on May 25, 2010, following a consultation published by Jersey’s Economic Development Department in September 2009.

The two laws are the draft Separate Limited Partnerships (Jersey) Law 2011 and the draft Incorporated Limited Partnerships (Jersey) Law 2011. These provide respectively for the establishment of Separate Limited Partnerships (SLPs) and Incorporated Limited Partnerships (ILPs). Establishment of an SLP was made possible from April 20, 2011 and for an ILP from May 24, 2011.

The SLP has legal personality but without being a body corporate (as is already the case for a Scottish limited partnership), whereas the ILP is a body corporate.

Heather Bestwick, technical director of Jersey Finance, said: ”The new Separate Limited Partnership and Incorporated Limited Partnership will be attractive additions to the Jersey Limited Partnership regime.

 

 

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