LIMITED PARTNERSHIP IN CANADA FOR NON-RESIDENTS (ALBERTA PROVINCE)

The future of offshore business is the use of more complex and thoughtful structures using not only classic offshore but also midshore, as well as full onshore elements, which will not lead to their condemnation with the links to offshore companies and legal optimization of taxes even by the most meticulous tax inspector.

For entrepreneurs interested in doing business in Canada, as well as operation using a Canadian company in Europe and beyond, we want to offer the registration of a Limited Partnership in the Canadian province of Alberta.

Limited Partnership (LP), registered with our help, will be a very flexible legal form, which is ideal for running your business. Limited Partnership is the simplest form of legal entity in Canada, the institution of which does not create any obligation to file accounts and pay taxes for non-resident partners of LP.

This legal form of companies is very popular among entrepreneurs connected with IT business. These include, in particular, companies specializing in the development of websites, the provision of marketing services, conducting auctions, as well as companies that operate with the help of web shops, computer software developers, computer support specialists, IT service providers, etc. Such popularity of LP in this segment is caused by the fact that the above companies, as a rule, serve customers from Canada, the USA, the CIS countries, Asia and Europe.

The main advantages of the Canadian Limited Partnership are the following:

• prestige of Canadian LPs worldwide;
• absence of restrictions on the residence of the company's partners;
• possibility of registration of the Limited Partnership in the presence of one single partner, who can simultaneously act as both a general and a limited partner;
• absence of minimum capital requirements. Partners can make a contribution to the Limited Partnership in any amount;
• absence of tax on partners' profit received outside Canada;
• absence of corporate income tax, as well as - the lack of requirements to file a Declaration on corporate tax.

Corporate Tax and the Canadian Limited Partnership

Limited Partnership is not a taxable legal form of the company, so there is no need to fill out or file tax returns and pay income tax.

All profits received by the company come directly to partners who are not residents of Canada, and therefore are not subject to taxation in Canada. While the resident partners of the Limited Partnership are required to pay local taxes. This is why the registration of Limited Partnership is aimed at non-resident partners.

An additional advantage of LP is that the legislation of Canada does not contain any requirements for filing an audit report on the partnership.

Requirements for the name of the Canadian Limited Partnership:

1. Each limited partnership must have its unique name, which will contain legal elements such as "Limited Partnership" or "LP".
2. LP can not contain in its title the surname or distinctive name of the company, if it represents the surname or company name of one of the general partners.
3. The name can be in English or French.
4. The name of the partnership can not contain such forbidden words as: bank, trust, insurance, stock exchange, university, academy, etc.

The term of registration of Limited Partnership will be about 2 months after the submission of all necessary documentation.

Partners of the Canadian Limited Partnership

It should be noted that there are no special requirements for partners and for persons appointed to manage the company's activities. It is worth noting that the Limited Partner has limited liability (responsible for the company's obligations in the amount of his contribution to the LP), and the General Partner has unlimited liability (responsible for the company's obligations with all of his assets). Thus, for a safer business, only a legal entity should act as a General Partner.

General partner of the Canadian limited partnership

To establish a Limited Partnership, at least one General Partner is required, who can be a resident of any country. Also, corporate general partners are allowed by law.

Limited partner of the Canadian limited partnership

To establish a Limited Partnership, at least one Limited Partner is required, who can be any individual or legal entity that is a resident of any country.

Consequently, any non-resident company can act as a limited or general partner. As an example, it is possible to establish a company in Belize, or another non-resident jurisdiction that will be your partner in the Canadian Limited Partnership.

Authorized capital of the Canadian Limited Partnership

For the Canadian Limited Partnership, there is no requirement for the amount of the share capital. Partners may contribute money or other property in the Limited Partnership in any amount, excluding contribution of services. The profit of a partner from the activities of the Limited Partnership is treated as personal property.

Responsibility of partners

General partners bear unlimited personal liability for the debts and obligations of their Limited Partnership, and the liability of limited partners is limited by the amount of their contribution to the Limited Partnership.

Management

Limited Partnership is managed by the general partners, if the provisions of the Partnership Agreement do not provide for the presence of a manager. Annual General Meeting: there are no requirements for conducting it in the legislation of Canada.

We will be happy to assist you in registering a Limited Partnership in the Canadian province of Alberta, as well as providing you with other services and advice regarding the registration of companies of various legal forms in the territory of any jurisdiction of your interest!