What is an Ontario Limited Partnership

What is an Ontario LP? An Ontario limited partnership is a partnership governed by statute and any governing documents agreed to between the parties (e.g. limited partnership agreement).

The Ontario Limited Partnerships Act. Section 3(1) states that an Ontario limited partnership must consist of at least one person who is a GENERAL partner and one person who is a LIMITED partner. And there can be more than one of each.

A general partner is essentially like a partner in a general partnership. They have all the rights and powers to manage and bind the limited partnership. Importantly, their liability is UNLIMITED. Think of a limited partner, on the other hand, kind of like a silent partner. They don’t get involved in controlling the business of the partnership and their liability is generally LIMITED to the value of money and other property which they contributed or agreed to contribute to the limited partnership: s. 9.

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