Form a new Limited Partnership in Ontario: Restrictive Covenants; Intellectual Property Ownership

A Limited Partnership is formed in Ontario according to the statutes of the Ontario Limited Partnership Act. A limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement).

Restrictive Covenants; Intellectual Property Ownership

Unless the other partners consent, a partner has a statutory obligation not to compete with the partnership. Sections 29-30 of the Act require that a partner account for and pay over to the firm all profits made by the partner in a business, if the partner, without the consent of the other partners, carries on a business of the same nature as and competing with that of the partnership. Partners will also have fiduciary duties to each other under common law. Consider including suitable restrictive covenants limiting each partner’s potential competitive activities both while a partner and thereafter once they cease, for any reason, to be a partner of the firm. Such restrictive covenants will be subject to common law principles with respect to reasonableness as to time, activity and geographical area, both as between the parties and to the public. Consider also providing for firm ownership of all intellectual property rights authored by individual partners (such as copyright in software or marketing materials/firm publications, etc.).

Advantages of Limited Partnerships in Ontario

Highly prestigious Canadian Company No restrictions on the residency of partners Availability of one-man limited partnership, when one person is a sole general and limited partner

There is no minimum authorized capital. Partners can make any contribution to the limited partnership
No withholding tax on profit received by partners outside of Ontario
No requirements to file corporate tax returns
No corporate income tax.

Our fee to register a new LP in Ontario is $2000 CAD all inclusive.

Our service includes:

Name Search confirming uniqueness of the name
Government registration fee
Registered office address in Ontario for one year
Declaration Form 3 confirming registration of the Limited Partnership
Organizational Resolutions of the General Partners
Resolution Admitting of Limited Partner
Partnership Agreement
Register of General Partners
Register of Limited Partners
Courier delivery.

For more information about our Ontario Limited Partnership Registration Services, please contact us using the form below:

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