Limited Partnerships are formed in Ontario by filing the Declaration of Ontario Limited Partnership Registration – Form 3 under the Ontario Limited Partnerships Act.
Completing the Ontario Limited Partnership Application
Firm Name – Please print the firm name of the limited partnership. The firm name must be set out in BLOCK CAPITAL LETTERS in the squares provided and must commence on the first line of the grid in the first square. Each square of the grid represents a letter of the alphabet, a punctuation mark or space.
Mailing Address of Registrant – Include street and number or post office box, municipality, province, country, and postal code. Your copy of the registration will be mailed to this address.
Address of Principal Place of Business in Ontario – Include street name and number (if any), municipality and postal code. A post office box alone is not acceptable in a business address. If there is more than one place of business, select one as the principal place of business. Extra-provincial limited partnerships are not required to have a business address in Ontario. If this is the case check the box provided.
General Nature of Business – Include a brief description (maximum 40 characters) of the business activity being carried on by the firm.
Information Regarding General Partners New Declaration, Name Change or Renewal, Item 6 must be completed and signed by all the general partners or their attorneys. If there is more than one general partner set out the total number of general partners in the box provided and attach additional Schedules as required.
Information Regarding Limited Partners
The general partners of every Ontario limited partnership must maintain a current record of the limited partners at the principal place of business in Ontario. The general partners of every extra-provincial limited partnership carrying on business in Ontario shall maintain a current record of the limited partners at the principal place of business in Ontario or, if the limited partnership does not have a principal place of business in Ontario, the record must be kept by the attorney and representative in Ontario at the attorney/representative address set out in the declaration.
Information Regarding General Partners
(A) Individual – If the general partner is an individual set out his/her last name, first name and middle names in the space provided.
(B) Corporation, Partnership, etc. – If the general partner is not an individual, set out the name of the corporation, partnership, etc.
Ontario Corporation Number – If the general partner is a corporation, set out the Ontario corporation number in the space provided. An extra-provincial corporation must obtain an Ontario corporation number by filing an initial return under the Corporations Information Act (domestic corporations) or by obtaining a license under the Extra-Provincial Corporations Act (foreign corporations) before it can be a general partner.
Address – Include the residential address, registered or head office address, or address for service for each general partner. This includes the street name and number, municipality, province, country, and postal code. A post office box alone is not acceptable.
Signature – Each general partner or a person signing as an attorney on behalf of the general partner must sign the form. In the case of a corporation, the office of the individual who is signing on behalf of the corporation should be set out below the signature.
Name of Signatory – Print the name of the person who is signing as a general partner. If the person is signing as an attorney pursuant to written authority under Section 32, of the Limited Partnership Act check the box provided.
Jurisdiction of Formation – state the jurisdiction in which the limited partnership is organized. For example, Ontario, British Columbia, Delaware, California, etc.
Information Regarding Attorney /Representative for an Extra-Provincial Limited Partnership: This item applies to all extra-provincial limited partnerships formed in a jurisdiction outside Canada carrying on business in Ontario. It also applies to extra-provincial limited partnerships within Canada that carry on business in Ontario but do not have an office or another place of business in Ontario.
Power of Attorney – Form 4 under the Limited Partnerships Act Check the box to confirm that there is an executed Form 4 under the Limited Partnerships Act appointing the person/corporation named in item 8 to be the attorney and representative of the limited partnership in Ontario. The attorney and representative in Ontario are required to keep an executed Power of Attorney available for inspection at the address set out in the declaration.
(A) Individual – complete this box if the attorney is an individual.
(B) Corporation, Partnership, etc. – complete this box if the attorney is a corporation or other type of organization. Ontario Corporation Number – if the attorney is a corporation, set out the Ontario corporation number from its incorporation documents or, if an extra-provincial corporation, set out the Ontario corporation number assigned under the Corporations Information Act or Extra-Provincial Corporations Act. Address – Enter the attorney’s residential address or address for service or in the case of a corporation the registered/head office address or address for service including a municipality, street, and number (if any), and postal code. The address must be in Ontario. A post office box alone is not acceptable.
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.
Ontario Limited Partnership Registration Service in 24 Hours
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
Request More Information
For more information about our Ontario Limited Partnership Registration Services, please contact us using the form below:
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
Request More Information
For more information about our Ontario Limited Partnership Registration Services, please contact us using the form below:
