What is contained in a Limited Partnership Agreement(LPA)
A limited partnership agreement typically contains the following information:
- Partnership Name: The name of the partnership.
- Purpose: The purpose of the partnership, which outlines the type of business that the partnership will conduct.
- Partners: The names and addresses of the general partner(s) and limited partner(s).
- Capital Contributions: The amount of capital each partner will contribute and how the contributions will be made.
- Profit and Loss Allocation: How the profits and losses of the partnership will be allocated among the partners.
- Management and Control: The role of the general partner(s) in managing the partnership, and the limitations on the limited partner(s) in the management of the partnership.
- Distributions: How and when distributions will be made to the partners.
- Transfer of Partnership Interests: The restrictions on the transfer of partnership interests.
- Dissolution: The procedures for dissolving the partnership.
- Indemnification: The protections and limitations on the liability of the partners.
- Governing Law: The state law that governs the partnership agreement.
- Amendments: The procedures for making changes to the partnership agreement.
These documents are usually not filed with a state agency and are not a matter of public record. They are a private agreement between the partners and are used to govern the operation of the partnership.