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Limited partnership

Limited PartnershipUnited States · Texas

What it takes to form, own and run a limited partnership in United States · Texas, and how its profit is taxed. Each figure links to the page it was read from.

This company type

At a glance

Owners' liability
Mixed: some partners limited, at least one unlimited
Officialstatutes.capitol.texas.govRead 14 Oct 2026
Quote
A limited partner is not liable for the obligations of a limited partnership unless
Owners
At least 2
Officialsos.state.tx.usRead 14 Oct 2026
Quote
An association of two or more persons to carry on a business for profit creates a partnership
Directors
Does not apply
Minimum capital
Does not apply
Formation fee
USD 750 (about €656)
Officialsos.state.tx.usRead 14 Oct 2026
Quote
The filing fee for a certificate of formation for an LP is $750
Tax on profit
Officialirs.govRead 14 Oct 2026
Quote
A partnership must file an annual information return to report the income, deductions, gains, losses, etc., from its operations, but it does not pay income tax.
Notary needed: NoFormed without visiting: YesFormed online: Yes

Form it

Who registers it

Registry
Formed without visiting
Yes
Formed online
Yes

What it takes to form

A notary
Not required
A resident director
Does not apply
Paying up the capital
Not in our records

Own it

Who may own and run it

Directors
Does not apply
Shareholders
Does not apply
Members
At least 2
Official sos.state.tx.us read 14 Oct 2026
Quote
An association of two or more persons to carry on a business for profit creates a partnership
A local company secretary
Not required
Official statutes.capitol.texas.gov read 16 Oct 2026
Quote
Officers of a domestic entity may be elected or appointed in accordance with the governing documents of the entity or by the governing authority of the entity
A local registered agent
Required
Official sos.state.tx.us read 14 Oct 2026
Quote
Note: An LP is required to maintain a registered agent and a registered office address in Texas.

Each year, at the registry

Not in our records Annual registry fee, Accounts on the public record, Audit for a small company, Audit: none of these is in our records for the Limited Partnership.

Important dates

When each obligation falls due, as the authority states it.

Not in our records No dates for the Limited Partnership are in our records.

What is public

Directors
Public
Official comptroller.texas.gov read 14 Oct 2026
Quote
Officer and director information on the Comptroller’s website is obtained from the most recent PIRs processed by the Texas Secretary of State (SOS).

Tax

Tax on profit

How this company type is taxed, which can differ from its place’s headline rate.

Through owners+1 regime

Federal: a partnership files an information return and does not pay income tax; profit passes through to the partners. State: a limited partnership is itself a taxable entity for the Texas franchise tax.

Official irs.gov read 14 Oct 2026
Quote
A partnership must file an annual information return to report the income, deductions, gains, losses, etc., from its operations, but it does not pay income tax.

Special regimes that may apply

Whether a company qualifies depends on its activity and conditions set in each statute.

CFC rules in United States
Not in our records

Close it

Closing it

The other end, which most guides leave out.

Route
Certificate of Termination of a Domestic Entity (Form 651) filed with the Secretary of State; the Comptroller requires a final franchise tax report before termination.
Official sos.state.tx.us read 14 Oct 2026
Quote
Form 651 - Certificate of Termination of a Domestic Entity
Statutory fee
USD 40 (about €35)
Official sos.state.tx.us read 25 Oct 2026
Quote
Certificate of termination for a Texas entity (except nonprofit corporation or $40 cooperative association) (Form 651)

Every business in United States · Texas

Sales and consumption tax

The tax
Sales tax (state and local)
Official irs.gov read 22 Oct 2026
Quote
you can elect to deduct state and local general sales taxes
Standard rate
Set by the states or provinces

There is no national VAT or sales tax; rates are set by each state and locality.

Official irs.gov read 22 Oct 2026
Quote
you can elect to deduct state and local general sales taxes
Registration threshold
Not in our records
A foreign company
See the note

Sales tax is administered by state and local authorities, not the federal government, so there is no national registration rule to record.

Tax authority
Internal Revenue Service (IRS) at federal level; sales tax is administered by state and local authorities

Portals and registers

Payment and banking services

6 services name United States on their own list: Paysera, Airwallex, Stripe, Revolut, Brex, Mercury. Each provider, and what a listing means.

Reference

Its name and code

Kind
Limited partnership
Derived our grouping, the same words in every country
Name in law
Limited Partnership
ISO 20275 code
FE1L