Section 9Part 1 — Exempted Limited Partnership Act
Registration
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The registration of an exempted limited partnership shall be effected by payment to the Registrar of a regi stration fee of an amount that the Cabinet shall, from time to time, by regulation prescribe and by filing with the Registrar a statement signed, subject to section 11 , by or on behalf of a general partner containing —
the name or dual foreign name and translated name of the exempted limited partnership;
the general nature of the business of the exempted limited partnership;
the address in the Islands of the registered office of the exempted limited partnership;
the term, if any, for which the exempted limited partnership is entered into or, if for unlimited duration, a statement to that effect and the date of its commencement;
the full name and address of the general partner and, if more than one of each of them, specifying each of them as a general partner and
in the case of a corporate general partner, there shall be filed with the statem ent a certificate of incorporation and a certificate of good standing (or similar documents under the laws of the jurisdiction of incorporation) or a certificate of registration and a certificate of good standing under Part 9 of the Companies Act (20 2 5 Rev ision) ;
in the case of a general partner which is a partnership registered under this Act , there shall be filed with the statement a certificate of registration and a certificate of good standing or certified copies thereof; and
in the case of a general partner who is an individual there shall be filed with the statement photographic evidence of that person’s identity and evidence of that person’s residential address in the Islands; and
a declaration that the exempted limited partnership shall not undertake business with the public in the Islands other than so far as may be necessary for the carrying on of the business of that exempted limited partnership exterior to the Islands.
The Registrar shall maintain a record of each exempted l imited partnership registered under this Act and all the statements filed in relation to the exempted limited partnership, which records and statements shall be kept open to public inspection during all usual business hours.
An exempted limited partnership ’ s dual foreign name shall only be entered on the record if its translated name conforms with the provisions of section 6(1).
If the exempted limited partnership does not conform with section 6(1) then the dual foreign name and the translated name shall not be entered on the record.
The Registrar shall issue a certificate of registration under the Registrar’s hand and seal of office as soon as the registration of the statement pursuant to subsection (1) has been effected.
A limited partner of an exempted limited partnership formed after the 15th July, 1991 shall not have the benefit of limited liability until the date indicated on the certificate referred to in subsection (5) issued by the Registrar, and a partnership registered in accordanc e with section 40(1) shall obtain the benefit of limited liability under this Act with effect from that date but subject to section 40(2).
A certificate issued under subsection (5) shall be conclusive evidence that compliance has been made with all the requirements of this Act in respect of the formation and registration of an exempted limited partnership but subject to section 40(2).
Notwithstanding subsections (1) and (5), the Registrar may refuse to accept the registration of an exempted limited partnership and refuse to issue a certificate of registration in any case where, in the Registrar ’ s opinion, the name or translated name of the proposed exempted limited partnership is in contravention of section 6(1). Section 10 Exempted Limited Partnership Act (2025 Rev ision)
Referenced By
- Section 2 — Definitions and interpretation
Reference to Exempt ed Limited Partnership Act
- Section 89 — Definitions
Reference to Exempted Limited Partnership Act
- Section 2 — Interpretation
Reference to Exempted Limited Partnership Act