Limited Partnerships Cannot Hold Property

The recent case of Vanquish Properties (UK) Ltd v Brook Street (UK) Ltd provides a useful reminder that a limited partnership ("LP") has no legal personality and that property cannot, therefore, be held in the name of an LP.

What is a limited partnership?

An LP is similar to an ordinary partnership except that it must be registered at Companies House and has two categories of partner: general partners, with responsibility for managing the business and with unlimited liability for the firm's debts and obligations; and limited partners, who invest capital but do not take an active role and whose liability is limited to the capital they have contributed.

Like an ordinary partnership an LP is not a legal entity – it is simply a collection of individuals or companies carrying on a business together.