https://content.next.westlaw.com/practical-law/document/Id36234c9fe3f11e398db8b09b4f043e0/Limited-Partnership-Agreement-Initial-Form-DE?viewType=FullText&transitionType=Default&contextData=(sc.Default) An initial limited partnership agreement (also known as a short-form limited partnership agreement) to be used in connection with the formation of a private equity fund structured as a limited partnership. This Standard Document can be adapted for other investment structures or other purposes when formation of limited partnerships is desired. This Standard Document includes integrated notes with important explanations and drafting and negotiating tips.
Enter to open, tab to navigate, enter to select| Maintained • Delaware |
An initial limited partnership agreement (also known as a short-form limited partnership agreement) to be used in connection with the formation of a private equity fund structured as a limited partnership. This Standard Document can be adapted for other investment structures or other purposes when formation of limited partnerships is desired. This Standard Document includes integrated notes with important explanations and drafting and negotiating tips.
On August 23, 2023, the SEC adopted new and amended rules under the Investment Advisers Act of 1940 (Advisers Act) intended to enhance the regulation of private fund advisers and address practices the SEC believes contribute to investor protection risks and harms, particularly a lack of transparency, conflicts of interest, and a lack of governance mechanisms. These rules were vacated by the US Court of Appeals for the Fifth Circuit on June 5, 2024. For more discussion of the state of the law regarding these rules and the potential implications certain commentary from the adopting release may have on SEC enforcement of the federal fiduciary duty and anti-fraud provisions under the Investment Advisers Act, see Practice Note, Vacated Private Fund Adviser Rules Under the Investment Advisers Act of 1940.