End a limited partnership

Skip listen and sharing tools

How to end a limited partnership

There are three ways to end a limited partnership. Each requires you to notify us within seven days using a Notice of dissolution or cessation of a limited partnership (Word, 158KB).

If the documentation provided is correct, we will process the form within five working days. 

Sign and lodge the form. Lodgement details are on the form.

Note: if you send forms by email or fax and they are difficult to read, we may request that you also send the original forms by post.

Fees apply. For more information, view our Fees and forms - limited partnerships page.

Change a limited partnership to a general partnership

A business can change from being a limited partnership to a general partnership if all its limited partners either become general partners or leave the partnership. 

This requires agreement from all the partners, both general and limited.

Dissolve a limited partnership

A limited partnership can be dissolved according to the terms of the partnership agreement. 

Subject to the terms of the agreement, the following restrictions apply: 

  • A limited partner cannot dissolve a limited partnership by issuing a notice on their own. 
  • The general partner(s) or the other limited partner(s) cannot dissolve a limited partnership on the basis that a limited partner has: 
    • allowed their share of the partnership property to be used as collateral for debts outside the partnership 
    • died 
    • become bankrupt 
    • retired 
    • become dissolved (if a body corporate).

Wind up a limited partnership

If the partners agree to wind up a limited partnership, this must be done by the general partners unless a court or tribunal orders differently.

Where to next: