Partnerships

Limited Partnerships

Limited Partnerships are governed by the Partnership Law, which requires them to be registered with the Registrar of Limited Partnerships.

Registration is affected by the filing with the Registrar and the gazetting of a declaration by all the general partners, giving the name of the partnership, the nature and principal place of business, names and addresses of all partners, and the amount of capital provided by each limited partner.

A limited partnership may be established by two or more persons or entities for the transaction of any mercantile, mechanical, land holding and development, agricultural or manufacturing business or any business for the development of tourism. It must consist of one or more general partners, who are liable for all debts and obligations, and one or more limited partners, who are not liable for more than the actual cash they contribute. A company may be a general or limited partner.

To operate a business in the Cayman Islands a partnership requires a license under the Local Companies (Control) Law. Such licenses are granted by the Trade and Business Licensing Board, which has discretionary powers unless the business is 60 percent Caymanian-owned.

Exempted Limited Partnerships

The Exempted Limited Partnership Law makes it possible to form limited partnerships for offshore investors with the minimum of delay. Such a partnership may not undertake business with thepublic in the Cayman Islands, other than as necessary for the carrying on of business outside Cayman.

There is no inheritance, income or capital gains tax, or estate duty which applies to partnerships, including an exempted limited partnership or a partner thereof. A partner may be a general or limited partner as well as a corporation with or without limited liability.

The Registrar is required to maintain a record for each partnership, which is to be kept open to public inspection. A statement containing the following particulars must also be filed to affect registration:

1. A name which must include “Limited Partnership” or “LP”.
2. The nature and principal place of business of the partnership.
3. The term of the partnership.
4. The name and address of each general partner.
5. A declaration that the partnership will not undertake business with the public in the Cayman Islands except so far as may be necessary for the carrying on of its business outside the Cayman Islands.

Last Updated: 2011-12-29