Cyprus Limited Partnership by Share

The Cyprus Partnerships Law, Cap.116, has been amended by Law 144(I)/2015 and published in the Official Gazette of Cyprus accordingly.

The new Law, referred as Cap.116, introduces the partnership limited by shares known as Limited Liability Partnership or “LLP”). The partners holding shares in an LLP, can be either legal persons, i.e. entities, or physical persons. The partners are enjoying limited liability in exactly the same way as shareholders enjoy when forming a limited liability company.

The limited liability partner:

• cannot take part in the management and the operations of the LLP, and
• is not authorized to bind the LLP

Following the Cap.116:

• one or more general partners are liable for all debts and obligations of the LLP
• one or more general partners are authorized to manage, operate and bind the LLP
• one or more limited liability partners contribute capital in exchange of shares in the LLP
• one or more limited liability partners are not authorized to manage, operate and bind the LLP

Finally, the LLP itself is tax transparent and it has no legal personality. As a result of this, the partners are fully responsible for any tax arisen by the activities of the LLP.