Updated March 15, 2022
A California partnership agreement is a binding document that delineates the terms of a business partnership. The agreement determines the ownership, involvement, and liability of each partner with respect to the business.
Limited Partnerships (only)
A limited partnership (LP) in California is required to file its partnership agreement with the Secretary of State (Corp Code § 15902.01).
Filing a general partnership agreement is optional.
“Partnership Agreement” Definition
“Partnership agreement” means the partners’ agreement, whether oral, implied, in a record, or in any combination, concerning the limited partnership. The term includes the agreement as amended.
Source: Corp § 15901.02(x)
Allowed Partnership Types
- General Partnerships (GP) – § 15904.01 – 15904.09
- Limited Partnership (LP) – § 15900 – 15912.07
- Limited Liability Partnership (LLP) – § 16951 – 16962
- Limited Liability Companies (LLC) – § 17701.01 – 17701.17
Limited Liability Limited Companies (LLLPs)
California does not allow the formation of LLLPs. Although, it does recognize LLLPs formed in another State that is operating in California.
Source: www.ftb.ca.gov