Minister for Enterprise, Trade and Employment, Peter Burke TD, has secured government approval to commence drafting of the Miscellaneous Provisions Bill (Registration of Limited Partnerships and Business Names).

The proposed Bill would repeal and replace the Limited Partnerships Act 1907 and the Registration of Business Names Act 1963. Both Acts require updating to provide for modern business practices for those engaged in business using a business name or the limited partnership model.  This will be achieved by additional information and reporting requirements and additional powers for the Registrar, consistent with those that apply to companies. This will ensure the integrity of the Registers are upheld, and there will be enhanced enforcement and compliance provisions within the structure of the limited partnership framework.

The Department of Enterprise, Trade and Employment says that both acts need to be updated to reflect modern business practices for those using a business name or the limited-partnership model.

Limited partnerships are used by a range of domestic and foreign investors for investments ranging from family farms and businesses to private equity, venture capital and unregulated investment funds.

A limited partnership is a contractual agreement in which at least one general partner has unlimited liability for the debts of the firm, and at least one limited partner has liability limited to the extent of their investment and is restricted from participating in the management of the partnership.

The 1963 act requires all individuals, partnerships, and companies to register a business name, where they are carrying on business under a name that is not their own.

The department says that there are over 3,600 limited partnerships and 620,000 business names on the registers. Many are thought to have ceased business, but remain on the registers, due to insufficient powers for the registrar to remove them.

Enterprise, trade and employment minister Peter Burke said, “This is a very worthwhile and keenly anticipated legislative measure, which I am committed to bringing to fruition at the earliest opportunity.

“The bill will ensure that Ireland, as a leading investment fund and management company domicile, maintains its competitiveness with other jurisdictions which have already modernised their limited partnership legislation.

“The modern, fit for purpose instrument envisaged will maintain trust in both registers and will be a valuable addition to my department’s ongoing legislative reform initiative, to support Ireland’s reputation as a well-regulated and ‘best-practice’ environment in which to establish and conduct business.”

NB – This is a guide for information purposes only and does not constitute legal advice. If you have an issue requiring legal advice, please contact any of the team at Nolan Farrell & Goff LLP, whose numbers can be found on our website www.nfg.ie, or email info@nfg.ie.