17 April 2018

BVI Limited Partnership Act 2017 – key points

The Limited Partnership Act, 2017 (the “Act”) was gazetted and brought into force in early 2018 in the British Virgin Islands (BVI). The Act creates a modern regime for new limited partnerships, and replaces Part VI of the former Partnership Act, 1996 (the “1996 Act”) for new limited partnerships and for those existing limited partnerships that elect to re-register under the Act.

Inspired by the success of the BVI Business Companies Act (the “BC Act”), the Act and the Limited Partnership Regulations, 2018 (the “Regulations”) draw on a number of concepts introduced by the BC Act and have been drafted with the same balance of certainty and flexibility in mind.

Limited partnerships are commonly used in investment fund structures. Whilst the 1996 Act was somewhat left behind the fast evolving world of alternative investments, the Act provides a solid but compliant platform that is fit for purpose both today and in the future. The Act adopts a number of universal limited partnership concepts but also introduces new ideas adapted from the BC Act (as detailed in the table below). We anticipate the Act will spark a revival of interest in the use of BVI limited partnerships for collateral investment purposes.

Summary of key points

  • The Act has made a number of key changes in respect of:
  • limited partnerships incorporated under the Act; and
  • 1996 Act limited partnerships that re-register under the Act.

On the PDF that can be downloaded on the right-hand-side of this page, we have set out the key changes under the Act and compared them to the position under the 1996 Act. 

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