Majors Law Firm P.C.

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Form a Wyoming Limited Partnership

The Majors Law Firm, P.C. can assist with the creation of a Limited Partnership or Family LimitedPartnership.  The basic characteristics of a Limited Partnership are as follows:

  • Formation.  A Limited Partnership is formed by filing a Certificate of Limited Partnership with the Wyoming Secretary of State.
  • Partners Each Limited Partnership typically has General Partner(s) and Limited Partner(s).  The General Partner(s) are responsible for the day to day operations of the Partnership. The Limited Partners are usually silent partners and are not involved in the operation of the Partnership.

  • Liability In a Limited Partnership, the General Partner is generally responsible and liable for the debts and obligations of the Limited Partnership.  The Limited Partners are generally not responsible for the debts and liabilities of the Limited Partnership, provided that they are not involved in the operations of the Limited Partnership. 
  • Liability Exposure.  Given the liability associated with serving as a General Partner, it is recommended that the Partnership be formed as a Registered Limited Liability Partnership, or consider forming as a Wyoming Limited Liability Company.  Asset Protection Counsel, LLC can also assist with converting your current Limited Partnership into a Wyoming Registered Limited Liability Partnership, or to a Wyoming Limited Liability Company.


Form a Wyoming Registered Limited Liability Partnership

The Majors Law Firm, P.C. can assist with the creation of a Registered Limited Liability Partnership. The basic characteristics of a Registered Limited Liability Partnership are as follows:

  • Formation.  A Limited Partnership is formed by filing a Statement of Registration with the Wyoming Secretary of State.  The information that is required to be listed in the Statement of Registration includes:
  1. The name of the Registered Limited Liability Partnership.
  2. The name and physical address of the Registered Agent located in the State of Wyoming.
  3. Mailing address and principal office address of the Partnership.
  4. The type of business the Partnership is engaged in.
  5. A statement that the Partnership is registering as a Registered Limited Liability Partnership.
  • Partners.  Each Limited Partnership typically has one or more General Partner(s) and Limited Partner(s).  The General Partner is responsible for the day to day operations of the Partnership. The Limited Partners are usually silent partners and are not involved in the operation of the Partnership.
  • Liability.  With a Registered Limited Liability Partnership, generally neither the General Partner nor Limited Partners are responsible or liable for the debts and obligations of the Registered Limited Liability Partnership. 

  • Partnership Agreement.  In addition to filing a Statement of Registration, the partners of the Registered Limited Liability Partnership often prepare a partnership agreement to govern the operations of the partnership and obligations of the partners.

Although it is not required for partners to register as a Limited Partnership or Limited Liability Partnership, it is recommended that the partners form as a Limited Partnership or Limited Liability Partnership, to provide liability protection to the limited and/or general partners.

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