Limited Partnership Formation IN San Antonio
Structure Your Partnership with Confidence and Clarity
For entrepreneurs and investors looking to combine managerial control with passive investment opportunities, a Limited Partnership (LP) is a versatile and efficient business structure. At the Law Office of Nathaniel Gilbert, PLLC, we help clients form and manage limited partnerships in San Antonio, as well as Houston, Austin, Dallas, Fort Worth, and throughout Texas.
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What Is a Limited Partnership?
A Limited Partnership is a legally recognized entity in Texas that includes two distinct roles. This structure is particularly beneficial for investment groups, real estate ventures, and professional businesses that want to attract capital from individuals who prefer a passive role in the business. These two roles include:
General Partners
Manage day-to-day operations and assume full personal liability for the partnership’s obligations.
Limited Partners
Contribute capital but do not participate in daily management. Their liability is limited to the amount of their investment.
Benefits of Forming a Limited Partnership in Texas
Limited partnerships offer a unique combination of control and protection. Benefits include:
- Attracting Passive Investors: LPs are ideal for bringing in limited partners who want to invest without taking on management duties.
- Defined Roles: The LP agreement clearly outlines decision-making authority, profit sharing, and responsibilities.
- Liability Protection: Limited partners enjoy personal asset protection as long as they do not engage in management.
- Flexible Tax Structure: LPs are pass-through entities, so profits are reported on the partners’ individual tax returns, avoiding double taxation.
How We Help You Form a Limited Partnership
Forming a limited partnership involves more than just submitting paperwork. Our office provides full-service legal support to ensure every legal and structural detail is handled correctly.
As your limited partnership lawyer in San Antonio, we assist with:
- Comprehensive legal consultation to assess partnership goals
- Drafting a detailed Limited Partnership Agreement
- Defining profit-sharing, authority, and responsibilities between general and limited partners
- Filing the Certificate of Formation with the Texas Secretary of State
- Ensuring compliance with state and federal partnership laws
We also offer support for managing existing LPs and resolving disputes among partners.
Already Operating as a Partnership?
If you’re currently in business with partners but haven’t formalized the structure, you could be operating as a general partnership without realizing it. This leaves all partners personally liable.
We can help convert your informal partnership into a legally recognized LP, offering proper documentation, clarity, and protection for all parties.
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15-Minute Consultation W/ Nathaniel Gilbert NOW
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It was a pleasure working with Nate to set up a Texas series LLC. He was very helpful, knowledgeable, and quick to get the documents completed and filed. 10/10 Would hire again.
– Jeremy M.
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
Schedule a Free 15-Minute Consultation
Whether you’re starting a new investment venture or restructuring an existing partnership, getting legal guidance early will help you avoid costly mistakes. Book your free consultation with a limited partnership formation lawyer in San Antonio today.
Frequently Asked Questions
In a general partnership, all partners share equal responsibility and liability. In a limited partnership, general partners manage the business and carry liability, while limited partners contribute capital and have limited liability.
Yes, legal guidance is strongly recommended to ensure your LP agreement is enforceable and your formation complies with Texas laws.
Yes. If a limited partner becomes actively involved in managing the business, they risk losing their limited liability status.
It should define roles, capital contributions, profit distribution, management authority, decision-making processes, and exit strategies.
Yes, with proper documentation and filings, you can convert your current structure into a limited partnership. We can guide you through that process.