Singapore legislation

Section 11

of Limited Partnerships Act 2008

Section 11

Manner and particulars of registration

Amended by35/201440/2019

(1)

A limited partnership may be registered under this Act if a general partner of the limited partnership lodges with the Registrar, in such medium and in such form as the Registrar may determine, a statement containing the following particulars:

(a)

the name of the proposed limited partnership;

(b)

that the partnership is limited;

(c)

the general nature of the business of the proposed limited partnership;

(d)

the principal place of business of the proposed limited partnership and any other place where the business is carried on;

(e)

all of the following information of each individual who is to be a partner of the proposed limited partnership:

(i)

full name;

(ii)

identification;

(iii)

nationality;

(iv)

residential address;

(f)

all of the following information of each body corporate which is to be a partner of the proposed limited partnership: (i)the corporate name;

(ii)

place of incorporation or registration;

(iii)

registration number;

(iv)

registered office of the corporation to which all notices and communications may be addressed;

(g)

in relation to each person who is to be a partner of the proposed limited partnership, whether that person is to be a general partner or a limited partner;

(h)

all of the following information of any individual who is appointed as a local manager under section 28:

(i)

full name;

(ii)

identification;

(iii)

nationality;

(iv)

residential address;

(i)

the term (if any) for which the proposed limited partnership is entered into, and the date of its commencement;

(j)

any other information concerning the proposed limited partnership that the Minister may prescribe.

Amended by35/2014

(2)

The statement mentioned in subsection (1) must be accompanied by —

(a)

a declaration by the general partner lodging the statement that each partner of the limited partnership has consented to be registered as a general or limited partner (as the case may be) of the limited partnership; and

(b)

a declaration by each general partner of the limited partnership that the general partner has consented to be registered as a general partner of the limited partnership.

(3)

Where a general partner of a limited partnership —

(a)

carries on a business wholly or mainly as nominee or trustee of or for another person, or other persons; or

(b)

acts as agent for any foreign firm for the general purposes of the business of that foreign firm in Singapore,the general partner must, in addition to the particulars required under subsection (1), provide the particulars mentioned in the Second Schedule to the Registrar.

(4)

The Registrar may, in any particular case, require the statements, declarations or particulars referred to in subsection (1), (2) or (3) to be verified in any manner that the Registrar considers fit.

(5)

The General Division of the High Court may, on the application of any person alleged or claiming to be a partner, direct the rectification of the register and decide any question arising under this section.

Amended by40/2019
Section 11 — Limited Partnerships Act 2008 | laws.sg