A separate limited partnership (SLP) is a partnership vehicle registered under the Separate Limited Partnerships (Jersey) Law 2011. In short, an SLP is an LP with the ability to contract in its own name and sue and be sued in its own name and since it is expressly not to be regarded as a body corporate it is not subject to the rules and obligations applicable to companies.

Jersey SLP Key Features

  1. SLPs have separate legal personality but are not a body corporate;
  2. Its capacity as a legal person is unlimited;
  3. Like an LP, it must consist of one or more general partners and one or more limited partners;
  4. Like an LP, any general partner has unlimited liability for the debts of the SLP whereas the limited partners are protected by limited liability provided they have not participated in the management of the SLP;
  5. Confidentiality: it is expected that the position is the same as for an LP (see above);
  6. A limited partner is permitted to make its contribution via money, other property or the provision of services;
  7. There is no limit on the number of limited partners;
  8. A limited partner is permitted to assign its interest (subject to the terms of the partnership agreement);
  9. It may be established for a specific term or with unlimited duration;
  10. No audit requirements; No requirement to file annual returns; Since an SLP has a distinct personality it is possible to obtain judgement against either the SLP or the general partner;
  11. Legal proceedings may be brought in the name of the SLP or the general partner; and
  12. It is possible to hold property in the name of either the SLP or the general partner.

Jersey SLP Legal Requirements

Jersey SLP

Corporate Details

General

  • Registered Office in Jersey

Yes

  • Shelf company availability

Yes

Share capital or equivalent

  • Standard currency

USD

  • Permitted currencies

Any

Directors | Officers | Partners

  • Minimum number

1 Limited Partner and 1 General Partner

  • Maximum number

None

  • Location of meetings

No

  • Corporate Partnerships allowed

Yes

Company Secretary

  • Required

No

Accounts

  • Requirements to prepare

Yes

  • Audit requirements

No

  • Requirements to file accounts

Yes

Jersey SLP Tax Treatment

Jersey Separate Limited Partnerships are not liable to any Jersey income tax burden

Jersey SLP Duration for Set-up

2 Weeks

Distinctive Benefits of the Jersey SLP

  • Since an SLP has a distinct personality it is possible to obtain judgement against either the SLP or the general partner;
  • No audit requirements for Jersey SLP
  • It has unlimited capacity
  • There is no limit on the number of limited partners;
  • Jersey Separate Limited Partnerships are not liable to any Jersey income tax burden

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