A Utah Certificate of Limited Partnership is a legal document that establishes the formation of a limited partnership in the state of Utah. It is a crucial step required by the Utah Department of Commerce — Division of Corporations and Commercial Code to legally create and operate a limited partnership within the state. This certificate provides important information about the limited partnership, including its name, duration, purpose, registered office address, registered agent's name and address, as well as the names and addresses of the general and limited partners involved. It also contains details about the distribution of profits and losses, as well as any other provisions relevant to the operation of the partnership. The Utah Certificate of Limited Partnership must be filed with the Utah Division of Corporations and Commercial Code, along with the required filing fee. This filing process ensures that the limited partnership complies with state regulations and gains legal recognition. There are also different types of limited partnerships in Utah, including: 1. General Partner Limited Liability: This type of limited partnership includes general partners who have unlimited personal liability for the partnership's debts and obligations. Limited partners, on the other hand, have limited liability and are not personally responsible for partnership debts beyond their initial investments. 2. Limited Partner Limited Liability: In this type of limited partnership, both general and limited partners have limited liability for the partnership's debts and obligations. This means that neither the general nor the limited partners are personally liable for the partnership's debts beyond their contributions. 3. Limited Liability Limited Partnership (LL LP): This is a relatively new type of limited partnership in Utah. It combines features of both limited partnerships and limited liability companies (LCS). In an LL LP, all partners have limited liability, and the partnership is treated as a separate legal entity from its partners. This means that the partnership, rather than the partners, is directly responsible for any debts or obligations. It is important to remember that the specific requirements and regulations for the Utah Certificate of Limited Partnership may vary depending on the jurisdiction and the nature of the limited partnership. It is advisable to consult legal professionals or refer to the relevant statutes and regulations to ensure accurate compliance with the law.