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Limited Partnerships
General provisions governing limited partnerships are found in the California Corporations Code commencing with Section: (1) 15611 et seq. if the limited partnership is not subject to the Uniform Limited Partnership Act of 2008 (the Act of 2008); or (2) 15900 et seq. if the limited partnership is subject to the Act of 2008.
All limited partnerships have been required to file with the Secretary of State's office since July 1, 1984. Prior to that date, limited partnerships filed documents with the County Recorder's Offices in the county or counties in which they were doing business.
A limited partnership is a partnership formed by two or more persons under the laws of this state and having one or more general partners and one or more limited partners.
A foreign limited partnership is a partnership formed under the laws of any
state other than this state or under the laws of a foreign country and having one
or more general partners and one or more limited partners (or their equivalents
under any name).
ACT OF 2008: A domestic (California) limited partnership is subject to the Act of 2008: (1) if it was formed on or after January 1, 2008; or (2) if it was formed prior to January 1, 2008, and has elected to be governed by the Act of 2008. All foreign limited partnerships, regardless of when they registered in California, are subject to the Act of 2008. Effective January 1, 2010, all California limited partnerships will be subject to the Act of 2008. The Act of 2008 can be found in the California Corporations Code commencing with Section 15900.
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