Partnerships, LLP, & LP

General Partnerships | Limited Liability Partnerships | Limited Partnerships

 

General Partnerships

A general partnership is an oral, written, or implied agreement between two or more people to carry on as co-owners a business for profit formed under 11 V.S.A. § 3212, to include all amendments to this agreement.

General Partnership Law

Please see Title 11, Chapter 22, Sub-Chapters 1-9 of the Vermont Statutes Online for more information to review the sections relating to general partnerships.

STOP: Before you get started we recommend that you consult with an attorney, accountant, or business advisor about which business structure is best for you.

Registering Your General Partnership

To register a general partnership with the Vermont Office of the Secretary of State, please refer to the following form:

Once registered, you must renew your general Partnership very five years. Once the partnership has expired it cannot be reinstated—a new agreement would have to be filed. For more information regarding renewals, please see “Manage Your Registration.”

Name Availability

DO NOT invest in websites, banners, advertisements, or other marketing materials until you receive a certificate confirming your ownership of the requested name.

The state of Vermont operates under a “deceptively similar” standard. Under this standard, if the requested name is so similar to an already registered name, such that it would confuse the public as to whom they are dealing with, it will be rejected.

All registrations with the Office of the Secretary of State are subject to name availability rules. Please search our online database for your desired business name to avoid any obvious conflicts:

Search Businesses

 

Limited Liability Partnerships (LLP) 

A limited liability partnership (LLP) is a partnership that voluntarily registers with the Corporations Division as an LLP. The law specifically allows any partnership to register as an LLP. The primary reason for a partnership to register as an LLP is that the partners in an LLP will not have individual or personal liability for a partnership’s debts. By having this liability shield, the partner is placed in a similar position to that of a stockholder in a corporation.

An obligation of an LLP is solely the obligation of the LLP. A partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for such an obligation solely by reason of being, or so acting, as a partner.

Limited Liability Partnership Law

Please see Title 11, Chapter 22, Sub-Chapters 10-11 of the Vermont Statutes Online for more information on LLPs.

STOP: Before you get started we recommend that you consult with an attorney, accountant, or business advisor about which business structure is best for you.

Registering a Limited Liability Partnership

To register an LLP, please select the applicable form:

Statement of Qualification (Vermont LLP)

Statement of Foreign Qualification (non-Vermont LLP)

Once registered, you must renew your LLP annually between January 1 and April 1. For more information regarding renewals, please see “Manage Your Registration.”

Name Availability

DO NOT invest in websites, banners, advertisements, or other marketing materials until you receive a certificate confirming your ownership of the requested name.

The state of Vermont operates under a “deceptively similar” standard. Under this standard, if the requested name is so similar to an already registered name, such that it would confuse the public as to whom they are dealing with, it will be rejected.

All registrations with the Office of the Secretary of State are subject to name availability rules. Please search our online database for your desired business name to avoid any obvious conflicts:

Search Businesses

 

Limited Partnerships (LP)

The limited partnership (LP) is a partnership formed by two or more persons and having one or more general partners and one or more limited partners

Limited Partnership Law

Please see Title 11, Chapter 23 of the Vermont Statutes Online for more information on LPs.

STOP: Before you get started we recommend that you consult with an attorney, accountant, or business advisor about which business structure is best for you.

Registering a Limited Partnership

To register an LP, please select the applicable form:

Certificate of Limited Partnership (Vermont LP)

Foreign Limited Partnership Registration (non-Vermont LP)

LPs are, uniquely, not renewed on a specific schedule. For more information regarding LP renewals, please see “Manage Your Registration.”

Name Availability

DO NOT invest in websites, banners, advertisements, or other marketing materials until you receive a certificate confirming your ownership of the requested name.

The state of Vermont operates under a “deceptively similar” standard. Under this standard, if the requested name is so similar to an already registered name, such that it would confuse the public as to whom they are dealing with, it will be rejected.

All registrations with the Office of the Secretary of State are subject to name availability rules. Please search our online database for your desired business name to avoid any obvious conflicts:

Search Businesses

 

Coming soon: All registration, management, and closing functions will occur via our Online Business Service Center.

This page was last updated: 2014-07-23