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Limited Partnership Formation

San Antonio attorney Nate Gilbert provides Limited Partnership formation legal services. Start your business with confidence knowing that you have an experienced legal expert guiding the process.

Flat Fee Limited Partnership packages for every Texas LP

Work directly with your attorney to draft your Partnership Agreements—These documents form your entire foundation

Learn the roles and responsibilities for General and Limited Partners, and how the management structure you build will influence your business in the future

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Limited Partnership Basics

Benefits of a Limited Partnership

A limited partnership is a business structure that combines the advantages of both general partnerships and corporations. In a limited partnership, there are two types of partners: general partners and limited partners. General partners have unlimited liability and are actively involved in the management and decision-making of the business. On the other hand, limited partners contribute capital to the partnership but have limited liability and are not involved in day-to-day operations. Limited partnerships offer several benefits, such as the ability to attract passive investors while providing management control to general partners. Additionally, limited partners can enjoy limited liability, meaning their personal assets are protected in case of business debts or legal liabilities.  This array of benefits makes Limited Partnerships an attractive structure for business investment companies in Texas.

During the limited partnership formation process, Attorney Nathaniel Gilbert diligently assists clients in fulfilling all necessary legal requirements. The process begins by conducting thorough due diligence, assessing the viability of the proposed partnership and ensuring compliance with relevant regulations under Texas state law. Nate works closely with clients to draft the limited partnership agreement, outlining the roles, responsibilities, and profit-sharing arrangements between general and limited partners. Additionally, the process includes the filing of the required documentation with the appropriate state authorities, ensuring a seamless and efficient formation process. With meticulous attention to detail and in-depth understanding of limited partnership formation, our firm strives to provide our clients in Texas with the highest quality legal services.

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Establishing a Series LLC can seem daunting, so we reached out to an attorney with significant experience in this area. Mr. Gilbert was attentive, informative, and made the process extremely smooth. Mr. Gilbert not only provides his clients a wealth of information, but takes his time to thoroughly advise clients. The entire process went much quicker than I anticipated. I would strongly recommend anyone who is considering establishing an LLC or Series LLC to utilize Mr. Gilbert and his services. Outstanding experience!

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Limited Partnership Formation Comparison

Working With Attorney Nate Gilbert

Work with one, highly experienced attorney, from start to finish on your project

Flat rate packages, established up front; That will always be your only payment!

Reach out directly to your attorney; One-on-one access to your attorney during your representation

Know you matter and won’t fall through the cracks– We don’t take on more clients than we can adequately serve at any time

Other Larger Firms

Chance of being passed around from senior partner, to associate, to another associate, or paralegal

Hourly rates, unknown fees or other surprises on your final bill – Every phone call has a ticking clock that you’re being charged for

Calling the main office line, leaving a message; Someone other than your attorney returning your phone call, or no one at all

Larger firms must take as many clients as possible, and there is a risk of your matter getting lost in the crowd

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Limited Partnership Formation FAQs

A limited partnership in Texas is a business structure that combines the features of general partnerships and corporations. It consists of general partners who have unlimited liability and are actively involved in managing the business, as well as limited partners who contribute capital but have limited liability and are not involved in day-to-day operations.

To form a limited partnership in Texas, the general partners must file a certificate of formation with the Secretary of State and pay the required fees. The certificate should include the partnership’s name, registered agent, duration, and other relevant information.

Some advantages of forming a limited partnership include limited liability for limited partners, flexibility in profit-sharing arrangements, the ability to attract passive investors, and the opportunity for general partners to maintain management control.

No, limited partners generally have limited liability, meaning their personal assets are protected from the partnership’s debts and obligations. However, they must avoid participating in management decisions to maintain this limited liability protection.

General partners in a limited partnership are responsible for managing the day-to-day operations, making decisions, and assuming unlimited personal liability for the partnership’s debts and legal obligations.

Are limited partnerships required to have a written partnership agreement in Texas?

While not legally required in Texas, having a written partnership agreement is highly recommended. It helps establish the rights and responsibilities of the partners, profit-sharing arrangements, and other important details, reducing the risk of disputes in the future.

No, limited partners must avoid participating in management decisions to maintain their limited liability protection. If a limited partner becomes actively involved in the management of the partnership, they risk losing their limited liability status.

Yes, limited partners in a limited partnership can receive profits according to the agreed-upon profit-sharing arrangements outlined in the partnership agreement. However, their share of profits should be based on their capital contribution and not on their involvement in management.

Yes, limited partnerships in Texas must file an annual report with the Secretary of State, providing updated information about the partnership’s registered agent, address, and any changes to the partnership agreement. Failure to file the annual report may result in penalties or the loss of good standing.

Yes, a limited partnership can convert to another business entity type, such as a limited liability partnership (LLP) or a corporation, if the partners decide to change the structure. The conversion process requires compliance with specific legal requirements and filing appropriate documentation.

The Law Office of Nathaniel Gilbert, PLLC provides comprehensive legal services for limited partnerships in Texas. We can assist with the formation process, including drafting partnership agreements and filing necessary documents. Our experienced attorneys can also address ongoing compliance matters, partnership disputes, dissolution procedures, and any other legal concerns that may arise during the life of the partnership.

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