The Tennessee Certificate of Limited Partnership is a legal document that establishes a limited partnership in the state of Tennessee. It provides information about the partnership and its partners, outlining the rights, duties, and responsibilities of each party involved. This certificate is crucial for operating a limited partnership in the state and is filed with the Tennessee Secretary of State. In a Tennessee Certificate of Limited Partnership, several essential details are typically included. These include the name and address of the partnership, the name and address of each general partner, and the duration of the partnership if it is not perpetual. Additionally, the certificate will feature a statement of the business purpose of the limited partnership, specifying the activities the partnership is authorized to engage in. Furthermore, the Tennessee Certificate of Limited Partnership includes information about the registered office and registered agent of the limited partnership. The registered agent is an individual or entity authorized to accept legal documents and official notices on behalf of the partnership. It is important to note that the registered office and agent must have a physical presence in Tennessee. Tennessee also offers different types of Limited Partnerships, each with its own distinct characteristics and benefits. These variations include: 1. General Partnership: A general partnership in Tennessee consists of two or more partners who jointly own and manage the business. Each partner has unlimited liability for the partnership's debts and obligations. 2. Limited Partnership (LP): In a limited partnership, there are two types of partners — general partners and limited partners. The general partner(s) have unlimited liability while managing the partnership, whereas the limited partner(s) have limited liability and are not involved in the day-to-day operations. 3. Limited Liability Partnership (LLP): An LLP is a partnership where all partners have limited liability for the partnership's debts and obligations. This type of partnership is commonly chosen by professional service providers such as lawyers, accountants, or architects. 4. Limited Liability Limited Partnership (LL LP): An LL LP combines features of a limited partnership and a limited liability partnership. It provides limited liability to all partners, including general partners, similar to an LLP. In conclusion, the Tennessee Certificate of Limited Partnership is a vital legal document that establishes and governs limited partnerships in the state. By filing this certificate, partners clarify their roles, responsibilities, and legal rights within the partnership. It is important to carefully consider the type of limited partnership chosen as it impacts the liability and management structure of the partnership.