Registration of a Limited Partnership
These guidance notes do not constitute legal advice and should not be relied upon as such. The interpretation of legislation is a matter on which the Guernsey Registry cannot advise and entities/individuals need to form their own independent view on compliance with the legislation. Legal advice should be obtained where there is any uncertainty.
Limited Partnerships ("LPs") are registered by the Registrar in accordance with section 8 of the Limited Partnerships (Guernsey) Law, 1995, (the "LP Law").
Applications to register an LP can be made online using the Online Services Portal and must be accompanied by the information and documents set out in section 8 of the LP Law. This includes a declaration signed by one or more of the general partners containing particulars as to -
- the name and nature of the LP,
- its registered office,
- information relating to general partners,
- the term for which the LP is entered into,
- the date of commencement of that term, and
- particulars of governance*
*From 15th December 2023, in addition to filing the incorporation statement, a CSP applying to effect the incorporation of an LLP must also file particulars of the governance provisions of the members' agreement in a form, and containing the information, set out in guidance issued by the Registrar.
|Guidance on registering an LP via the online portal is in the process of being drafted for the new online portal.
If the LP is to have legal personality (see section 9A of the LP Law), the general partners must file a declaration stating that the LP shall have legal personality, at the time of registration (this is an option in the 'limited partnership type' field on the online registration form). Please note: It is only possible to declare that an LP shall have legal personality during the registration process. It is not possible to make that declaration once the LP has been registered.
If the LP is to have legal personality, beneficial ownership information is also required to be submitted as part of the registration of the LP. Please use the "Beneficial ownership manual data capture form" which can be found below. Further guidance on beneficial ownership requirements is available here.