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Limited Partnerships Act

consolidated text (as at 2017, amended since). juris shows the text as it was consolidated; it does not confirm that this is the law in force today.

Later amending instruments held: Finance (Miscellaneous Provisions) Act 2018 (Act No 11 of 2018), Finance (Miscellaneous Provisions) Act 2019 (Act No 13 of 2019), Anti-Money Laundering and Combatting the Financing of Terrorism (Miscellaneous Provisions) Act 2020, Covid-19 (Miscellaneous Provisions) Act 2020, Finance (Miscellaneous Provisions) Act 2020, Finance (Miscellaneous Provisions) Act 2021 (Act No 15 of 2021), Finance (Miscellaneous Provisions) Act 2022 (Act No 15 of 2022), Anti-Money Laundering and Combatting the Financing of Terrorism and Proliferation (Miscellaneous Provisions) Act 2024 (Act No. 10 of 2024), Finance Act 2025 (Act No. 18 of 2025).

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Sections

  1. 1 Short title
  2. 2 Interpretation
  3. 3 Non-application of Act
  4. 4 Non-application of Code Civil Mauricien and Code de Commerce
  5. PART II: THE REGISTRAR
  6. 5 Registrar of Limited Partnerships
  7. 6 Powers of inspection of Registrar
  8. 7 Power of Registrar to reconstitute file
  9. 8 Other powers of Registrar
  10. 9 Use of computer system
  11. 9A Temporary measures during COVID-19 period inserted by Act No 1 of 2020
  12. PART III: CONSTITUTION
  13. 10 Limited partnership
  14. 11 Legal personality of limited partnership
  15. 12 Constitution of limited partnership
  16. 13 Partnership agreement
  17. 14 Liability of limited partnerships
  18. 15 Name of limited partnership
  19. 16 Reservation of limited partnership name
  20. 17 Change of name
  21. 18 Restriction on use of words “Limited Partnership”, abbreviation “L.P.”
  22. PART IV: REGISTRATION
  23. 19 Registration of limited partnership
  24. 20 Certificate of registration
  25. 21 Register of Limited Partnerships
  26. 22 Change in registered particulars
  27. PART V: ADMINISTRATION
  28. 23 Registered office
  29. 24 Change of registered office
  30. 25 Limited and general partners
  31. 26 Provisions on limited partners
  32. 27 Provisions on general partners
  33. 28 Removal of partner
  34. 29
  35. 30
  36. 31 Rights of limited partners between themselves
  37. 32 Dealings between limited partnerships and other persons
  38. 33 Remuneration and indemnity
  39. 34 Duty of good faith
  40. 35 Duty of general partners to provide accounts and information
  41. 36 Partnership property
  42. 37 Accountability of general partners for private profits
  43. 38 Dealings by partners with limited partnership
  44. PART VI: RECORDS AND AUDIT
  45. 39
  46. 40
  47. 41 Form or record
  48. 41A Provision of basic information inserted by Act No 15 of 2022
  49. PART VI: RECORDS AND AUDIT
  50. 42 Appointment of auditor
  51. 43
  52. 44 Report of auditor
  53. 45 Access to information
  54. 46 Small limited partnership
  55. 47 Obligation to prepare financial statements
  56. 48 Content and form of financial statements
  57. 49
  58. 50 Registration of financial statements
  59. 51 Meaning of “balance sheet date”
  60. 52 Meaning of “financial statements”
  61. 53 Filing of annual return
  62. 54 Return of limited partner’s contribution
  63. PART VII: DISSOLUTION OF LIMITED PARTNERSHIP
  64. 55 Dissolution of limited partnership
  65. 56 Dissolution of limited partnership by Court
  66. 57 General provisions on dissolution of limited partnership
  67. 58 Rights of partners to partnership property
  68. 59 Personal liability in event of insolvency
  69. 60 Distribution of assets upon dissolution
  70. PART VIII: TRANSFER OF REGISTRATION
  71. 61 Registration and continuation of foreign limited partnership
  72. 62 Registration of foreign limited partnership
  73. 63 Effect of registration of foreign limited partnership
  74. 64 Transfer of registration
  75. 65 Application for removal
  76. 66 Approval of general partners
  77. 67 Limited partnership to give public notice
  78. 68 Restriction on transfer
  79. 69 Removal from Register
  80. 70 Effect of removal from Register
  81. PART IX: MISCELLANEOUS
  82. 70A Certificate of current standing
  83. 71 Failure and refusal to execute document or statement
  84. 72 Lost or destroyed document
  85. 73 Execution of document
  86. 74 Institution of legal proceedings
  87. 75 Offences committed by limited partnership
  88. 75A Compounding of offences
  89. 76 Penalty
  90. 77 Appeals from Registrar’s decisions
  91. 78 Extending time for doing any required act
  92. 79 Default procedure
  93. 80 Report to Commission by Registrar
  94. 81 Regulations