Limited Partnerships Act 2008

General - Administration

74: Records of limited partnership

You could also call this:

"A limited partnership must keep important documents and information about its business and partners."

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A limited partnership must keep certain records at its registered office. You need to keep the partnership agreement and any changes to it. You also need to keep minutes of all meetings and resolutions of the partners for the last 7 years.

You must keep a record of the full name and address of each partner who is a person, and the name and address of each partner who is not a person. If a partner stops being a partner, you need to keep their name and address for 7 years.

You have to keep accounting records that correctly record and explain the limited partnership's transactions. You must also keep financial statements prepared in accordance with section 75 for the last 7 completed accounting periods.

These records must be available for inspection by any partner during ordinary business hours. If the limited partnership does not keep these records, it can be fined up to $10,000, and each general partner can also be fined up to $10,000.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM1139232.


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Part 2General
Administration

74Records of limited partnership

  1. A limited partnership must keep the following records at its registered office:

  2. the partnership agreement and all amendments to it:
    1. minutes of all meetings and resolutions of the partners within the last 7 years:
      1. the full name and residential address of—
        1. each current partner who is a natural person; and
          1. each current partner's director, partner, or general partner who is a natural person:
          2. the name and address of each current partner who is not a natural person:
            1. the last known names and addresses required by paragraphs (c) and (ca) in respect of each person who has ceased to be a partner within the last 7 years:
              1. the capital accounts of each current and former partner for—
                1. the last 7 completed accounting periods of the limited partnership; or
                  1. if 7 completed accounting periods have not elapsed since the limited partnership was first registered, the completed accounting periods since registration:
                  2. accounting records that—
                    1. correctly record and explain the limited partnership’s transactions; and
                      1. at any time enable the financial position of the limited partnership to be determined with reasonable accuracy:
                      2. the limited partnership’s financial statements prepared in accordance with section 75 (if any) for—
                        1. the last 7 completed accounting periods of the limited partnership; or
                          1. if 7 completed accounting periods have not elapsed since the limited partnership was first registered, the completed accounting periods since registration.
                          2. The references in subsection (1)(b) and (c) to 7 years and the references in subsection (1)(d) and (f) to 7 completed accounting periods include any lesser period that the Registrar may approve by notice in writing to the limited partnership.

                          3. The documents in subsection (1) must, subject to the partnership agreement, be available for inspection by any partner during ordinary business hours.

                          4. If the limited partnership fails to comply with the requirements of this section,—

                          5. the limited partnership commits an offence and is liable on conviction to a fine not exceeding $10,000; and
                            1. each general partner commits an offence and is liable on conviction to a fine not exceeding $10,000.
                              Notes
                              • Section 74(1)(c): replaced, on , by section 12 of the Limited Partnerships Amendment Act 2014 (2014 No 47).
                              • Section 74(1)(ca): inserted, on , by section 12 of the Limited Partnerships Amendment Act 2014 (2014 No 47).
                              • Section 74(1)(cb): inserted, on , by section 12 of the Limited Partnerships Amendment Act 2014 (2014 No 47).
                              • Section 74(1)(f): amended, on , by section 106 of the Financial Reporting (Amendments to Other Enactments) Act 2013 (2013 No 102).
                              • Section 74(4)(a): amended, on , by section 413 of the Criminal Procedure Act 2011 (2011 No 81).
                              • Section 74(4)(b): amended, on , by section 413 of the Criminal Procedure Act 2011 (2011 No 81).