Frequently Asked Questions about Canadian Limited Liability Partnership formation

A Canadian LLP is typically composed of one a General Partner and at least one Limited Partner.

General partners are involved in managing and operating the business. They are fully liable for the debts and obligations of the business, but they may be entitled to a greater share of the profits. 

Limited partners are not involved in managing the business. Their sole contribution is capital; as a result, they enjoy limited liability in that they cannot be held responsible for more than the amount of capital they contributed.

The same person can be both the general partner and a limited partner, therefore, a limited partnership can be formed just by one person. 

General Partners can be both individuals and corporate entities. A corporate entity incorporated outside of Canada can become a Partner after registering as extra-provincial company in Canada. 

Limited Partners can be both individuals and corporate entities. A corporate entity incorporated outside of Canada can become a Partner after registering as extra-provincial company in Canada. 

Main benefits of Canadian Limited Liability Partnership:

  • Limited Liability of Partners
  • Simplified structure
  • Greater control and freedom
  • No tax paid at the partnership level
  • Cost-effective in the long run
  • Protection afforded by Canadian laws and courts
  • No restrictions on the residency of Partners
  • Can be composed of a single person or of multiple partners
  • No minimum authorised capital
  • No requirement to file tax returns, financial statements or audited accounts

There is no tax paid at the partnership level for the Canadian LLP. Foreign Partners are exempt from the federal and provincial taxes or corporate income tax if the profits are derived from non-Canadian sources. Only Canadian residents must pay personal income tax on the profits received from the partnership. Moreover, there is no requirements to file corporate tax returns. For this reason, Canadian LLPs are popular among foreign entrepreneurs and companies interested in having a presence in Canada.

Absolutely, no Canadian residency is required.

There is no minimum capital requirement and Partners can contribute to the Limited Liability Partnership in any amount. 

No, Canadian LLP can be formed remotely and we can assist you with the set up process so you don't have to visit Canada.

No, Canadian residency is not required for the general partner nor the limited partner. However, if one of the Parters is a corporate entity incorporated outside of Canada, it must register as extra-provincial company in Canada before becoming a Partner.