LPs
The Nevis Limited Partnership Ordinance, 2025 establishes the comprehensive legal regime governing the creation, operation, management, financing, dissolution, and redomiciliation of limited partnerships registered in Nevis.
A Nevis LP is a business entity that provides an alternative to those who might otherwise consider using a corporation or company. An LP is a legal entity with separate rights and liabilities, distinct from its partners. Accordingly, the LP is solely liable for its own debts, obligations, and liabilities.
An LP formed in Nevis may be used for any lawful business purpose. It may be utilised for any legitimate business venture or professional practice, including international financing arrangements for U.S. or non‑U.S. operations, real estate holdings, asset protection, and estate planning.
The LP is managed by its general partners, exclusive of the limited partners. The precise characterisation of the partners’ rights and obligations depends on the terms of the partnership agreement. One or more persons acting through a registered agent may form a Nevis limited partnership, and any person may act as promoter. A Nevis LP must have at least two partners, and they must be two different persons.
Under the Ordinance, a Nevis LP is required to maintain a registered agent in Nevis who is licensed under the Nevis Trust and Corporate Service Providers Ordinance. Failure to maintain a registered agent may result in penalties and strike‑off. A Nevis LP is formed by filing Articles of Formation with the Registrar. No initial capital is required at formation, and there is no requirement to issue ownership interests for the LP to commence operations. A written partnership agreement is required and governs the operation of the LP and the rights and duties of the partners.
Partnerships may also engage in spin‑offs, creating successor partnerships subject to statutory requirements. A foreign LP (or similar entity) may transfer its domicile to Nevis, and foreign entities such as corporations, companies, and foundations may convert into a Nevis LP through a streamlined statutory procedure. The Ordinance further provides for emergency transfers of domicile into Nevis by application to the Registrar.
Part IV of the NLPO offers direction on the formation of LPs.
The formation of an LP must be carried out by a duly licensed registered agent.
- The name of limited partnership may be reserved.
- The registered agent files the Articles of Formation with the Registrar of Limited Partnerships.
3. The Articles of Formation must include the following:
- the name of the limited partnership;
- the authenticated translation of the name of the limited partnership, if it is so registered;
- a statement that the limited partnership is formed under this Ordinance;
- the latest date on which the limited partnership is to dissolve, or if the limited partnership shall have unlimited duration;
- the name of the registered agent of the limited partnership;
- the registered office address of the limited partnership in Nevis which shall be the registered office of its registered agent;
- the limited partnership is registered as limited partnership;
- the purposes for which the limited partnership is formed;
- the name and address of each promoter of the limited partnership.
| Type of Document | XCD | USD |
|---|---|---|
| Administrative Fee (rush requests, re-application of fees request etc.) | $270.00 | $100.00 |
| Apostille | $135.00 | $50.00 |
| Certified True Copies of Filed or Registered Instruments (including first three (3) pages) | $81.00 | $30.00 |
| (each additional page after first three (3) pages) | $4.00 | $1.50 |
| Copies of Filed or Registered Instruments (per page) | $4.00 | $1.50 |
| Certificate Certifying True Copy of Filed or Registered Instruments | $95.00 | $35.00 |
| Authenticated translation of name in non-Latin alphabet characters | $54.00 | $20.00 |
| Using a Restricted word | $81.00 | $30.00 |
| Miscellaneous Letter | $270.00 | 100.00 |
| Tax Exemption Letter | $270.00 | $100.00 |
| Application for Consent for Filing or Registration of an Instrument | $135.00 | $50.00 |
| Application for Voluntary Filing of Instrument | $135.00 | $50.00 |
| Endorsement Certificate | $54.00 | $20.00 |
| Certificate of Correction | $270.00 | $100.00 |
| Application for Verification of Accuracy of Authenticated Translation | $540.00 | $200.00 |
| Annual Renewal | $810.00 | $300.00 |
| Penalty for late filing of Annual Fees | ||
| (first six months) | $540.00 | $200.00 |
| (after six months) | $1080.00 | $35.00 |
| Certificate of Renewal | $81.00 | $30.00 |
| Application for Removal or Resignation of Registered Agent | $135.00 | $50.00 |
| Application for Appointment of Registered Agent | $135.00 | $50.00 |
| Application for Change of Registered Agent | $135.00 | $50.00 |
| Certificate of Removal, Resignation, Appointment or Change of Registered Agent | $54.00 | $20.00 |
| Name Reservation for 10 days, after initial reservation | $40.00 | $15.00 |
| Name Reservation for 120 days | $135.00 | $50.00 |
| Renewal of Name Reservation for 120 days | $135.00 | $50.00 |
| Application for Articles of Formation | $810.00 | $300.00 |
| Certificate of Formation | $54.00 | $20.00 |
| Application for Articles of Amendment of Articles of Formation | $540.00 | $200.00 |
| Application for Articles of Restatement of Articles of Formation | $311.00 | $115.00 |
| Search and report | $54.00 | $20.00 |
| Certificate of Good Standing | $135.00 | $50.00 |
| Articles of Formation with Partnership Agreement | $810.00 | $300.00 |
| Application for Registration of a Charge | $675.00 | $250.00 |
| Application for Registration of Variation of a Registered Charge | $675.00 | $250.00 |
| Application for Registration of Satisfaction of a Registered Charge | $675.00 | $250.00 |
| Application for Articles of Conversion | $1215.00 | $450.00 |
| Certificate of Conversion | $54.00 | $20.00 |
| Application for Articles of Consolidation | $1215.00 | $450.00 |
| Application for Articles of Merger | $1215.00 | $450.00 |
| Certificate of Consolidation | $54.00 | $20.00 |
| Certificate of Merger | $54.00 | $20.00 |
| Application for Articles of Spin-off | $1215.00 | $450.00 |
| Certificate of Spin-off | $54.00 | $20.00 |
| Application for Restoration to Register | $810.00 | $300.00 |
| Application for Articles of Dissolution | $810.00 | $300.00 |
| Certificate of Dissolution | $54.00 | $20.00 |
| Application for Articles of Transfer of Domicile to Nevis | $540.00 | $200.00 |
| Application for Articles of Emergency Transfer of Domicile | $932.00 | $345.00 |
| Certificate of Transfer to Nevis | $54.00 | $20.00 |
| Application for Articles of Departure from Nevis | $1080.00 | $400.00 |
| Certificate of Departure from Nevis | $54.00 | $20.00 |
| Administrative Fees (Refunds) | $135.00 | $50.00 |
| Any Other Certificate | $68.00 | $25.00 |
| Duplicate Certificate | $68.00 | $25.00 |
| Certificate of Continuation | $54.00 | $20.00 |
| Issuing a Statement/Declaration of Involuntary Dissolution | $54.00 | $20.00 |
| Printing of Certificate | $27.00 | $10.00 |
| Failure to obtain or designate a new Registered Agent | $1350.00 | $500.00 |