The Minnesota Certificate of Limited Partnership is a crucial legal document required for forming a new private equity fund in the state of Minnesota. This certificate establishes the existence of the limited partnership and outlines the rights, responsibilities, and liabilities of the partners involved. Keywords: Minnesota, Certificate of Limited Partnership, private equity fund, new, types. There are two main types of Minnesota Certificate of Limited Partnership for a new private equity fund: 1. General Partnership: This type of certificate includes all partners who have unlimited liability and participate actively in the management and decision-making of the private equity fund. They are responsible for the day-to-day operations and can be held personally liable for any debts or obligations. 2. Limited Partnership: In this type of certificate, there are two types of partners: general partners and limited partners. General partners have similar roles and responsibilities as in a general partnership. However, limited partners act as passive investors, contributing capital to the fund but having limited liability and minimal involvement in the management of the private equity fund. When applying for the Minnesota Certificate of Limited Partnership for a new private equity fund, the following details may be included: — Name: The chosen name of the limited partnership, which must comply with the state's legal requirements. — Registered Agent: The designated individual or entity responsible for receiving legal documents on behalf of the limited partnership. — Principal Place of Business: The physical address of the main office or primary location where the private equity fund operates its business activities. — General Partners: The names and addresses of all general partners involved in the limited partnership. These partners have unlimited liability and active participation in managing the fund. — Limited Partners: The names and addresses of all limited partners who act as passive investors and have limited liability. — Term: The specified duration of the limited partnership, indicating whether it is perpetual or has a specific end date. — Purpose: A detailed description of the purpose and nature of the private equity fund's business activities. — Capital Contributions: The amount and nature of the initial capital contributions made by each partner, including any subsequent contributions and profit/loss sharing ratios. — Dissolution: The process and conditions under which the limited partnership can be dissolved or terminated. Obtaining the Minnesota Certificate of Limited Partnership for a new private equity fund ensures compliance with state regulations and clarifies the legal framework for all parties involved.