Limited Partnership Investments (2024)

6 second take: A limited partnership is a complicated concept, but can be a useful tool for investors.

Limited partnerships can be a great addition to a diversified portfolio. They are complex investments and not suitable for every investor. But many investors can benefit from these investments, if they are prudent in their decisions.

The heyday of limited partnerships came to an end with the Tax Reform Act of 1986. Before this point, many limited partnerships were structured primarily as tax shelters for the wealthy. The underlying business purpose was often weak — and secondary to their primary objective as a tax shelter.

The Act ended this seemingly inappropriate use of limited partnerships, and today’s limited partnership investments are not the dubious tax vehicles of the past.

The structure of a limited partnership requires that there be at least one general partner and at least one limited partner. The general partner operates the business and has no limits on their liability.

The limited partners cannot participate in running the operation and have liability limited to the amount they have invested.

This structure lends itself to concentrated investment in a particular business or type of business. The most common include commercial real estate, films, venture capital, and oil and gas exploration.

Diversify Your Assets

Some people set up limited partnerships to manage small pools of investments. These are not commercially available. Commercially available limited partnerships include both public offerings and private placements.

Public offerings are the partnerships most investors would consider. They are required to be registered with the SEC and costs are bound by FINRA regulations.

Why Consider Limited Partnerships?

We hear the endless beating of the drum of diversification. But buying more similar things isn’t really diversification. To improve diversification, we need to add assets that are either negatively correlated with our existing assets or at least not correlated with our existing assets. Limited partnerships tend to have low correlation with your mainstay asset classes.

Limited partnerships allow an investor to benefit from the upside of direct business ownership with protection on the downside: They cannot lose more than they have invested. This is the primary benefit of investing in limited partnerships.

You have significant upside potential. Your downside is limited to the amount of your investment.

Some partnerships do offer tax advantages. Investors who have existing passive income may find the opportunity to offset passive income with passive losses.

The Downsides of Limited Partnerships

The downsides of limited partnerships are significant. The potential to lose money is limited to your investment but it is possible to lose your investment. The chances of loss are higher than with most mainstream investments.

Start by Selecting Own Investments

Costs tend to be high. While FINRA has capped the sales expenses of publicly offered limited partnerships, the costs are still higher than nearly that of any other investment. While in the end it is what you keep that matters most, the partnership still has to make enough gains to overcome these high costs before you even begin to accrue any benefit.

Limited partnerships are illiquid investments.

There is no secondary market with regular trading activity like there is with stocks. The holding period for the investments are long, generally over 10 years. If you need to sell prior to the end of the partnership, you will find it difficult and you will most likely incur a significant loss. It is common to see partnerships sold prematurely for pennies on the dollar.

Many partnership investments have a speculative component to them. Potential investors need to make certain they understand the risks involved. Businesses such as movies and oil and gas exploration have greater risks than the average business. Risks may be mitigated by multiple projects within a partnership but will often still be risky.

Not all partnerships are in highly speculative industries; commercial real estate and other businesses can offer upside potential without as high of potential for loss.

Final Thoughts

The business case for the business of the partnership is the key. Most partnership investors choose to invest in something they know or believe in. They look forward to a chance of making a greater return, tempered by a higher chance of losing money.

Investors often connect more with investments directly into a business, either through ownership of individual stocks or through partnerships, limited partnerships in particular.

Investing, for many, has become abstract. They put their money into index funds and periodically note that they have gains or losses. There’s no excitement, often not a lot of interest. Limited partnerships are often something investors can connect with.

They can help generate interest in what has become the fairly mundane world of investing.

The needs for investor due diligence are great. You should never invest in anything you haven’t researched yourself or don’t understand.

Brokers and financial advisors can help you navigate this more complex investing world and find potentially suitable investments. Most partnerships have income and net worth requirements. They are there for a reason.

Limited partnership investing isn’t for everyone. It can, however, be fun and interesting where appropriate for you and your portfolio.

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Limited Partnership Investments (2024)

FAQs

Are limited partnerships a good investment? ›

A key benefit of the partnership structure is that the income distributions are not taxed twice the way the dividends of a common stock are taxed. MLPs tend to generate higher yields than bonds and stocks due in part to the favorable tax structure.

What is the advantage of a limited partnership group of answer choices? ›

The main advantage for limited partners is that their personal liability for business debts is limited.

What is a limited partnership in investment? ›

A limited partner (LP) is an investor who contributes capital to a business partnership in exchange for a proportionate share of the venture's profits. A limited partner (LP) is not involved in the day-to-day business operations and has limited liability for any debts the business might incur.

What is the major disadvantage to a limited partner? ›

Cons. Limited partners may not have any say in the startup's operations even though they invest funds. The required paperwork is more complex for an LP than a general partnership. General partners take on a more significant portion of the risk.

What is the most enticing advantage of a limited partnership? ›

A limited partnership allows you to bring on investors without ceding control of your business. The general partner(s) deal with day to day operations and do not need to consult the partners for most business decisions. That being said, you will need to hold annual meetings and create a detailed partnership agreement.

What are 5 advantages of a partnership in business? ›

Advantages of a partnership include that:
  • two heads (or more) are better than one.
  • your business is easy to establish and start-up costs are low.
  • more capital is available for the business.
  • you'll have greater borrowing capacity.
  • high-calibre employees can be made partners.

Why do funds use limited partnerships? ›

Limited partners (“LPs”) are critical to the success of venture funds because they provide the capital that funds invest in deals. LPs often wait years, even a decade or more, to see if the investments made with their capital produce returns. Along the way, they can gain valuable access to the startup ecosystem.

What are 5 disadvantages of a partnership? ›

On the other hand, the disadvantages of a business partnership include:
  • Potential liabilities.
  • A loss of autonomy.
  • Emotional issues.
  • Conflict and disagreements.
  • Future selling complications.
  • A lack of stability.
  • Higher taxes.
  • Splitting profits.
Jun 23, 2023

How do limited partners get paid? ›

It's common for LPs to allocate a greater percentage of the business's profits to limited partners until they're paid back what they initially invested. Once limited partners get back their initial investment, partnerships often distribute the profits more evenly.

Why might an investor choose to become a partner in a limited partnership instead of? ›

Investing in a limited partnership gives the investor access to more control of their investment and decision making, as well as higher potential for returns. Limited partnerships also allow for tax benefits such as deductions on losses, deferring taxes on profits and limited liability protection.

What are 2 examples of limited partnership? ›

Some examples of business ventures that commonly use the limited partnership structure include: Shopping malls, apartment complexes and other real estate businesses: With the limited partnership structure, businesses in the real estate industry can provide passive income from rent to the limited partners.

Do limited partnerships file tax returns? ›

Limited partnerships (LPs) allow for pass-through taxation, as the LP's income is not taxed at the entity level, but a tax return for the partnership must be completed. Any income or loss of the LP as shown on this return is passed-through to the partners' individual tax returns.

How many investors are in a limited partnership? ›

A limited partnership can consist of as few as two people or parties--a general partner, who may or may not invest in the partnership, but who manages or controls it, and one or more limited partners, who provide the capital to fund the partnership.

What are the problems with limited partnerships? ›

Disadvantages of Forming a Limited Partnership
  • General partners have unlimited liability. Creditors can come after general partners personally to pay business debts. ...
  • No flexibility for taxes. Partnerships aren't flexible in how they're taxed like LLCs are. ...
  • Limited partners can't make decisions for the business.

Which is better limited partnership or LLC? ›

Taxation differences

However, an LLC has the option of electing to be taxed as if it were a corporation. Limited partnership tax treatment doesn't allow for such an election. You may also need to consider state taxes. Some states tax LLCs as corporations and do not allow them to be taxed as partnerships.

Is limited partnership good for small business? ›

For most businesses, a limited partnership isn't the best option because the general partners have a large amount of personal liability and limited partners can't participate in running the company. Instead, consider forming an LLP, an LLC or a corporation.

Are real estate limited partnerships risky? ›

Key Takeaways. Real estate limited partnerships (RELPs) are LPs organized to invest primarily in real estate. Limited partners are generally hands-off investors while the general manager takes on day-to-day responsibilities. RELPs can offer high returns, with correspondingly high risks.

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