Limited partnership
A local limited partnership under Part 5 of the Partnership Act. It is not exempted and may carry on business in or outside the Islands.
- Entiva fee to form
- $7,469
- Government fees to form
- CI$950
- Run plan
- $219 a month
- Steps to form
- 5
- Ongoing filings
- 5
- Ways to close
- 3
Who it suits, and what defines it.
Governed by the Partnership Act (2025 Revision) ss.45-55.
Who it suits
- Partnerships that trade inside the Cayman Islands as well as abroad.
Key facts
- Business
- In or outside the Islands
- Registration
- Declaration by all general partners
- Formation
- Only once filed and published in the Gazette
- Name
- Ends 'Limited Partnership', 'L.P.' or 'LP'
- If unregistered
- Treated as a general partnership
- Annual fee
- CI$475, on or before 16 January
- Changes
- Filed within 7 days
- Statute
- Partnership Act (2025 Revision) ss.45-55
What the law requires.
8 rules, each in plain words.
A declaration signed by all general partners
It is made under the Voluntary Declarations Act and gives the firm name, business, registered office, partners, term and each limited partner's cash contribution.
A registered office in the Islands
Publication in the Gazette
The partnership is not treated as formed until the declaration is filed and its contents are published.
A name ending in 'Limited Partnership', 'L.P.' or 'LP'
Changes filed within 7 days
All general partners sign a declaration, and default is an offence with a fine of CI$500 plus CI$50 per day for each partner.
An annual fee on or before 16 January
Non-payment is an offence for each partner, with a fine of CI$1,000 plus CI$100 per day.
Assignments and partner changes advertised in the Gazette
This covers assignments of limited partner shares and changes from general partner to limited partner.
Beneficial ownership filings at least monthly on CAP
CAP is the Registry's online portal.
How Entiva forms it.
5 steps. Entiva prepares and files each one, and collects every signature the law needs.
The steps
5 steps- 1Reserve the partnership nameOnly if needed
Optional, for 7 to 120 days.
- 2Notify the registered office
It must be in the Islands.
- 3Register the partnership
All general partners sign the declaration, the partnership is formed only on Gazette publication, and Gazette costs are extra.
- 4Lodge the beneficial ownership register
The first upload is on CAP, followed by uploads at least monthly.
- 5File the economic substance notification
It is due by 31 January each year.
Documents
6- Declaration signed by all general partners
- Partnership agreement, which is not filed
- Incorporation, good standing and ownership chart for any corporate partner
- Declaration of where the funds come from
- Certificate of registration, issued by the Registry
- Gazette notice
Who takes part
5- Every general partner is verified
- Every limited partner is verified
- Anyone owning 10% or more is verified, and the register records 25% or more, or control
- Anyone who gives instructions or signs for the partnership is verified
- Politically exposed persons (senior public figures) get enhanced checks
What has to be filed, and when.
Entiva tracks every deadline from the day it is formed, and files before each one.
Every year, and as things happen
5 filings- Pay the annual fee
On or before 16 January; the fee is CI$475
- File the economic substance notification
By 31 January
- File the economic substance return
Within 12 months after financial year end, if a relevant activity is carried on
- File a Tax Resident Outside the Islands (TRO) form
Within 12 months after financial year end, if claiming tax residence abroad
- Lodge the beneficial ownership register
At least monthly
The changes Entiva handles.
Each change is prepared, approved, signed and filed.
The most common changes
5 changes- Amend the registered particulars
- Change the registered office
- Assign a limited partner's share
- Record a change of beneficial owner
- Order a certificate of good standing
How it closes.
3 routes. The right one depends on whether it can pay its debts, and who starts it.
Dissolution by notice
Partners dissolve under the partnership agreement, with notice filed and published in the Gazette (s.52(6)); the final beneficial ownership filing and annual fee come first.
- 1
Update any partner details that changed
- 2
File the notice of dissolution
- 3
The partnership is dissolved
Re-registration as an exempted limited partnership (ELP)
For partners who want exempted status. The partnership continues as the same partnership.
- 1
Re-register the partnership as an ELP
Conversion to a limited liability partnership (LLP)
For partners who want a limited liability partnership.
- 1
Convert the partnership into an LLP
What Entiva does for you.
From the first filing to the last.
Limited partnership
- Registers the partnership by filing the declaration of all general partners.Formation
- Notifies the Registry of the registered office.Formation
- Pays the annual fee on or before 16 January.Ongoing
- Prepares the notice of dissolution, collects signatures and arranges publication.Closing
- Files the economic substance notification each year.Ongoing
- Keeps the beneficial ownership register and uploads it to CAP.Ongoing
Build it with the API.
Every step on this page is an action in the Entiva API, with its documents, signatures and filing.
What it costs, item by item.
Every Entiva fee and every government fee, from forming it to closing it.
Forming it
$7,469one-off
- Government fees
- CI$950
Steps marked only if needed are not counted.
Closing it
Quoted before it starts
- Entiva fee
- Fixed, quoted first
- Government fees
- At cost
Included in the Run plan
- Registered office in the Cayman Islands
- File the economic substance notification
- File the economic substance return
- File a Tax Resident Outside the Islands (TRO) form
- Lodge the beneficial ownership register
- Routine changes
- Every deadline tracked
Forming it
Entiva's formation fee is $7,469, one-off. Government fees are passed through at cost.
LLC: 7 days CI$30, 30 days 60, 60 days 80, 90 days 120, 120 days 160. ELP and foreign LP: 1 week CI$40, 1 month 60, 2 months 80, 3 months 120, 4 months 160.
Express filing CI$150 extra.
Excludes steps marked only if needed.
Every year
The Run plan costs $219 a month ($2,628 a year).
Changes
Routine changes are included in the Run plan.
LLC CI$100. LLP CI$100. Limited partnership CI$100. ELP CI$150.
LLC CI$100. LLP CI$100. Limited partnership CI$100. ELP CI$150.
Closing it
Closing is a fixed-fee project, quoted before it starts.
LLC CI$100. LLP CI$100. Limited partnership CI$100. ELP CI$150.
CI$1,000; express adds CI$500.
Express CI$500.
Entiva fees are in US dollars. Government fees are in the currency each authority charges, passed through at cost when the filing is made. Taxes are separate.
Start with your first company.
We are onboarding a small group of founders and finance teams with entities in more than one country.