Limited Partnership in Canada for Non-residents

Foreign investors considering establishing a new business in Canada increasingly are weighing the merits of registering their businesses in Canada as limited partnerships.

Ontario Limited partnerships are used by business as a vehicle of choice for many purposes, including as vehicles for the making of venture capital and private equity investments.

One of the major benefits of Limited Partnerships in Ontario is that information regarding the identity and the amount of their commitment to the limited partnership remain confidential.

A limited partnership (LP) is a partnership among persons carrying on business in common. It is composed of a general partner (or partners) and one or more limited partners. The limited partners benefit from limited liability.

In an Ontario Limited Partnership, management is conducted by the general partner(s), who is/are fully liable for all debts, liabilities, and obligations of the Ontario Limited Partnership. The liability of the limited partners is restricted to the amount of money or interest they have invested in the Limited Partnership.

Ontario Limited Partnerships are not separate legal entities and, as such, they present potential tax advantages compared to those offered by structures involving corporations. These advantages include the ability to “flow-through” losses. For these reasons, Ontario Limited Partnerships are the chosen vehicle for raising capital for business ventures susceptible to initial losses.

Advantages of establishing an Ontario Limited Partnership LP to conduct business:

  • Ontario Limited Partnerships are viewed as highly prestigious Canadian business entities;
  • Ontario Limited Partnerships have no restrictions on the residency of partners, thus allowing non-residents to contribute to the partnership;
  • An Ontario Limited Partnership can be composed of a single person who is the sole general and limited partner, or can be expanded to include the contributions of multiple partners;
  • There is no minimum authorized capital to an Ontario Limited Partnership. Therefore, partners can make any contribution;
  • LPs can “flow-through” profits and losses to their partners; and
  • In terms of taxation, there is no corporate income tax, no requirement to file corporate tax returns and no withholding tax on profits received by partners situated outside of Canada.

Company Formations offers Canada Limited Partnership Registration to Canadian residents and non-Canadian residents. Our Canada Limited Partnership registration service for Only $2200 (all inclusive) Includes:

Name Search confirming the uniqueness of the name
Government registration fee
Registered office address 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

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

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