U.S. Chamber of Commerce
U.S. Chamber of Commerce

The Limited Liability Limited Partnership (LLLP)


When choosing an organizational form, as if business owners did not have enough "initials" to contend with (LLC, LLP, PLLC, LP, PC), a new business form--the LLLP--is beginning to emerge in the law.

What is an LLLP? It is a limited liability limited partnership or, more specifically, a limited partnership (LP) that registers under state law so the general partner will have limited liability, similar to the limited partners. This is similar to the process of a general partnership registering to be recognized as a limited liability partnership (LLP), so that all of the owners have limited liability.

The LLP is a general partnership that registers in the LLP form. Likewise, an LLLP is a limited partnership that registers in the LLLP form.

The LLLP form primarily is used to convert an existing limited partnership previously created under state law. However, it also will probably prove popular as an alternative to forming an LLC in those states that allow foreclosure of an owner's business interest, and forced liquidation of the business, by the owner's personal creditors.

Tip

Colorado, Delaware, Florida, Georgia, Maryland and Texas recognize the LLLP as of 2002. In the future, it is likely that other states will follow suit.

Because of the limited liability company (LLC), LLP and LLLP, in the future, the general partnership and the limited partnership (LP) will likely become obsolete.

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