Registration of an Incorporated Limited Partnership - Victoria

Service summary

This registration allows you to form an incorporated limited partnership.

A partnership is made up of two or more people who jointly carry on a business for profit. Under a general partnership, all partners are equally responsible for the business, and have unlimited liability for its debts and obligations. An incorporated limited partnership is a special corporate form of partnership primarily established for people engaged in high-risk venture capital projects. It is an organisation that is a legally separate entity from its partners.

It must have at least one (but no more than twenty) general partners (who have unlimited liability), and one or more limited partners (whose liability for the debts and obligations of the partnership is limited). You should seek expert legal advice before establishing an incorporated limited partnership.

Please consult the responsible agency for more information and to ascertain the level of compliance (if any) that may be required.

Service type


A licence defines the need to obtain recognition / certification and registration to undertake a certain business activity.

Eligibility requirements

A standard limited partnership must have:

  • a registered office in Victoria
  • a written agreement between the partners
  • at least one general partner (and a maximum of 20)
  • at least one limited partner (but there is no maximum number of limited partners).

To be eligible for this registration for incorporation you must:

  • register your partnership under Part 2 of the Venture Capital Act 2002
  • have a general partner that is a venture capital partnership, or early stage venture capital limited partnership
  • ensure that your partnership is recognised as a venture capital management partnership under the Income Tax Assessment Act 1936
  • submit the appropriate application form and all accompanying documentation
  • pay the prescribed fees.

Please consult the responsible agency for more information regarding eligibility requirements.


Ongoing, subject to registration compliance requirements.



Fees for 2016-17.


Change status of partner. Fees for 2016-17.



Please lodge your application and all accompanying documentation directly with the Agency.

Administering agency

Department of Justice and Regulation
Consumer Affairs Victoria

Act(s) name

Partnership Act 1958 (Victoria)

Regulation(s) name

Partnership (Fees) Regulations 2013 (Victoria)

Contact details

Department of Justice and Regulation
Consumer Affairs Victoria


03 8684 0735


1300 558 181


03 8684 6199


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Supporting information


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