Which document is filed to form a limited partnership and provide limited liability to the limited partners?

Which document is filed to form a limited partnership and provide limited liability to the limited partners?

• A. Certificate of limited partnership
• B. Articles of incorporation
• C. Deed of partnership
• D. Bylaws

Answer: (A)

To form a limited partnership and grant limited liability to the limited partners, you file a certificate of limited partnership with the appropriate state agency. This filing creates the legal entity and lays out the structure, including the roles of general partners (who manage and have unlimited liability) and limited partners (who contribute capital and enjoy limited liability up to their investment, so long as they don’t participate in management). Other options aren’t right because articles of incorporation are for forming a corporation, a deed of partnership isn’t the formal formation filing, and bylaws govern corporations rather than partnerships.

To form a limited partnership and grant limited liability to the limited partners, you file a certificate of limited partnership with the appropriate state agency. This filing creates the legal entity and lays out the structure, including the roles of general partners (who manage and have unlimited liability) and limited partners (who contribute capital and enjoy limited liability up to their investment, so long as they don’t participate in management). Other options aren’t right because articles of incorporation are for forming a corporation, a deed of partnership isn’t the formal formation filing, and bylaws govern corporations rather than partnerships.