Labuan Limited Partnership
A Labuan limited partnership (LP) is a business entity comprising two or more partners who operate or
manage a business together.
The minimum number of partners for a Labuan LP is two partners, ie one general partner and one limited
partner; the maximum number of partners allowed is fifty partners.
Partners may be a corporation except for firms which are set up for professional practice, in which case
it must consist of natural persons only and supplemented with professional indemnity insurance coverage
issued by an insurer approved by Labuan FSRP.
A general partner shall have all the rights and powers and shall be subjected to all the restrictions and liabilities of a partner. Therefore, they have management control; share the right to use partnership property; share the profits of the firm in predefined proportions; and have joint and several liability for the debts of the partnership.
A limited partner shall contribute capital to the partnership but not participate in the daily operations of the partnership. The limited partner shall not be liable as a general partner unless the limited partner participates in the management of the Labuan LP.
The general process for registering a Labuan LP involves the following:
The applicant must appoint a Labuan trust company for the registration, which would conduct due
diligence on the applicant. All documentation required to be submitted to Labuan FSRP must be filed
through a Labuan trust company.
A Labuan LP shall have the words "Limited Partnership", "Ltd.P.", "LP" or "L.P" as part of its name (any
other abbreviations in romanised characters or words in the applicant's national
language which connotes
a limited partnership or any abbreviation may be approved by Labuan FSRP).
The name may be in foreign characters, alphabets or languages provided that an accurate and certified
rendition of the name in the English language is clearly stated on all its documents.
The application for registration must be accompanied by the relevant documents and payments.
Partnership Registration under the Labuan Islamic Financial Services and Securities Act 2010 (LIFSSA).
Section 131(2) of the Labuan Islamic Financial Services and Securities Act 2010 (LIFSSA) requires that
the applicant appoint a qualified person to act as a Shariah adviser for the partnership. The duties of
the Shariah adviser pertain to the management and operations of the Islamic partnership to ensure
compliance with Shariah principles.
Upon lodgement of complete documentation and payment of fees as well as clearance from the due diligence process conducted by Labuan FSRP, a Labuan LP can be approved for registration within 24 hours.
Form 1 “Application for Registration of a Labuan Limited Partnership”; and
Certified copy of the Partnership Agreement.
Labuan Limited Liability Partnership
A Labuan limited liability partnership (LLP) is a business entity comprising two or more partners who
operate or manage a business together.
It is an alternative corporate business form that gives the benefits of limited liability of a company
and the flexibility of a partnership. It is capable of entering into contracts and holding property in
its own name.The minimum number of partners for a Labuan LLP is two partners, ie one designated partner
and one limited partner. A Labuan LLP is a type of business entity that permits a partner to be shielded
from liability for partnership obligations created by the misconduct of another partner or person.
It protects members from personal liability, except to the extent of their investment in the Labuan LLP.
The Labuan LLP is a taxable entity for income tax purposes. Distributions out of the after-tax profits
are tax-exempt in the hands of the partners.
The general process for registering a Labuan LLP involves the following:
The applicant must appoint a Labuan trust company for the registration, which would conduct due
diligence on the applicant. All documentation required to be submitted to Labuan FSRP must be filed
through a Labuan trust company.
A Labuan LLP shall have the words "Labuan Limited Liability Partnership", "(Labuan) L.L.P." or "Labuan
LLP" as part of its name (any other abbreviations in romanised characters which connotes a limited
liability partnership may be approved by Labuan FSRP).
The name may be in foreign characters, alphabets or languages provided that an accurate and certified
rendition of the name in the English language is clearly stated in all its documents.
The application for registration must be accompanied by the relevant documents and payments.
Partnership Registration under the Labuan Islamic Financial Services and Securities Act 2010 (LIFSSA).
Section 131(2) of the Labuan Islamic Financial Services and Securities Act 2010 (LIFSSA) requires that
the applicant appoint a qualified person to act as a Shariah adviser for the partnership. The duties of
the Shariah adviser pertain to the management and operations of the Islamic partnership to ensure
compliance with Shariah principles.
Upon lodgement of complete documentation and payment of fees as well as clearance from the due diligence process conducted by Labuan FSRP, a Labuan LP can be approved for registration within 24 hours.
Form 10 “Application for Registration of a Labuan Limited Liability Partnership”; and
Certified copy of the Partnership Agreement.
AREA INDUSTRIAL DEVELOPMENT FUND I L.P.
ASIA SECURITY FUND L.P.
CIMB NATIONAL EQUITY FUND LTD. P.
CONTINUUM CAPITAL II LIMITED PARTNERSHIP
CRADLE SEED VENTURES FUND I L.P.
CROWE HORWATH (LABUAN) LLP
DATALAB (LABUAN) LLP
GOBI MAVCAP ASEAN SUPERSEED FUND, L.P.
IB GROWTH FUND (LABUAN) LLP
ICD CENTRAL ASIA RENEWABLE ENERGY FUND, L.P.
ICD CORPORATE PREMIUM FUND (LABUAN) LLP
ICD MONEY MARKET FUND (LABUAN) LLP.
ICD TRADE PREMIUM FUND (LABUAN) LLP
ICD UNIT INVESTMENT FUND (LABUAN) LLP
INVICTUS (LABUAN) LLP
ISLAMIC INFRASTRUCTURE FUND L.P.
KFH GLOBAL SUKUK FUND (LABUAN) LLP
MAM PE ASIA FUND I (LABUAN) LLP
MLS CAPITAL FUND II, L.P.
MLS MANAGERS (LABUAN) LLP
MLSCF II (GP) (LABUAN), LLP
MLSCF MANAGEMENT (LABUAN), LLP
NAVIS ASIA FUND IV-S, LTD. P.
PENNINGTON FUND (LABUAN) LLP
PNB-SBI ASEAN GATEWAY FUND LTD. P.
STRATEGY COORDINATION AND SUPPORT GROUP LIMITED PARTNERSHIP
TAEL TIJARI L.P
TAP HARIMAU FUND L.P.
THE CASTANEA LIMITED PARTNERSHIP
THE CHANDOS LIMITED PARTNERSHIP
THE CL LIMITED PARTNERSHIP
THE EMERALD LIMITED PARTNERSHIP
THE LASH LIMITED PARTNERSHIP
THE OPAL LIMITED PARTNERSHIP
THE PACIFIC PLACE LIMITED PARTNERSHIP
THE RIDDICK-AHN LIMITED PARTNERSHIP
THE TAN LIMITED PARTNERSHIP
THE TRUE MASTER INVESTMENT LIMITED PARTNERSHIP
THE UNITY LIMITED PARTNERSHIP
THE WINTEC LIMITED PARTNERSHIP
TY TEOH INTERNATIONAL (LABUAN) LLP
ZICO (LABUAN) LLP
Labuan Financial Services Regulatory Provider. All Rights Reserved.