Incorporated limited partnerships

[Extract] Incorporated limited partnerships are defined as incorporated limited partnerships formed in accordance with the provisions of the applicable state or territory Partnership Act. They provide vehicles to facilitate non-resident venture capital investment. They may be formed in all jurisdictions except Western Australia. Like limited partnerships, they are comprised of at least one limited partner and at least one general partner. Limited partners are defined as persons or partnerships (including an external partnership) admitted and designated as a limited partner in the incorporated limited partnership in accordance with the partnership agreement. They are partners who contribute to the capital of the partnership but who do not take part in its management, who cannot bind the firm and whose liability to contribute to the debts or obligations of the partnership, or of a general partner, is generally limited to their agreed contribution of capital or property