A special form for special structures
The limited partnership combines two categories of partners: general partners, who manage the business and bear unlimited liability, and limited partners, who contribute capital and are liable only up to their contribution. Two variants exist: the simple limited partnership (SCS) and the partnership limited by shares (SCA — following the SA capital rules). It is rarely used, but well suited to investment structures and partnerships where financiers stay out of management.
What we do for you
- Advice: is the limited partnership the right form for your structure?
- Structuring the general/limited partner relationship and contributions;
- Drafting the articles of association and formation documents;
- Filing and registration with the Trade Register (ONRC);
- Tax registration and accounting set-up;
- Ongoing bookkeeping of profit allocation between partner categories.
Why Conta Fiscal
The limited partnership requires careful structuring of liability and profit. We set it up correctly from the start and keep accounting adapted to this form, so relations between partners stay clear.
Frequently asked questions
General partners manage the company and bear unlimited, joint liability; limited partners contribute capital and are liable only up to their contribution, without management rights.
In partnerships where some finance and others manage: investment structures, family businesses with separated roles. For most businesses the SRL remains simpler.
The variant where limited partners' capital is divided into shares, following SA capital rules. General partners keep management and unlimited liability.