Scottish LPs (Scotland Limited Partnerships)

A Scotland LP is a privately-owned Limited Partnership wherein 2 or more persons or corporate entities are nominated as the Partners/Members of the LP. At least one of the Partners in the LP must be nominated as “General Partner (i.e. “Managing Partner”). The Partners/Members may be natural persons or corporate bodies from any country (ie there is no requirement to have a Scottish resident Partner).


Key Features:


  • Minimum two partners (Nominee partners can be provided)
  • Company House will hold in the public records only the names of the Members/Partners (which are commonly offshore entities).
  • Each Scottish LP must have a Registered office in Scotland (which service OCI can provide)
  • There is no requirement to keep accounts
  • There is no requirement to file a tax return with the Scottish/UK Revenue Service
  • There is no audit requirement
  • Shelf partnerships are available for purchase
  • Not perceived as a “Tax Haven” Entity but can achieve the same ends (ie a nil tax result, see below)
  • Particularly advantageous for those looking to do business in Europe
  • Low set up cost (can be capitalized with as little as GBP2!)
  • No requirement to file beneficial owners’ details
  • Nominee Partners can be deployed
  • Board Meetings can be held anywhere
  • VERY high political/economic stability
  • Affords access to UK Banks


Common Uses For Scottish LPs


Non-Resident Scotttish LPs (ie where the Partners are companies/persons based outside the European Community) are commonly used for:

  • the holding of investments/assets including real property, Mutual Fund Interests, IP etc
  • holding the shares of limited companies
  • international trading operations
  • consultancy and personal service companies




A Scottish LP is not liable to declare income or pay tax in the UK where the members of the Scottish LP are based outside the UK and there is no business activity taking place inside the UK.


LPs are classified, for tax purposes as pass through entities. That is the Partnership is not liable to file a tax return or pay tax provided it distributes its income to the Partners. In accordance with general UK tax protocols, the income of the LP is treated as being the income of its Partners, and therefore the Partners agreed share of Partnership profits are only taxable in the Partners’ countries of residence (eg the jurisdiction of incorporation, in the case of corporate Members).


Where the Partners of a Scottish LP are themselves zero tax entities (eg 2 tax free International Business Companies or nil tax Offshore trusts or nil tax Private Foundations) profits generated from a Scottish LP can be banked free from tax.


Price and Inclusions


OCI ( can assist you to set up a Scottish LP.


Included in the all-inclusive set up price of $800 for a Scottish Limited Partnership are the following components:




  • Unlimited name availability inquiries
  • Advice from an experienced International Corporate Lawyer on how to structure your Limited Partnership
  • Preparation (overseen by a Lawyer) of application to register the Limited Partnership
  • Preparation (overseen by a Lawyer) of the Limited Partnership agreement
  • Preparation (overseen by a Lawyer) of the Statement of Particulars
  • Attending to filing the Limited Partnership registration request with the registry
  • Attending to payment of government filing fees
  • One year’s Registered Agent’s service in the country of registration
  • One year’s Registered Office service in the country of registration
  • Mailing address in the country of registration
  • Delivery of registration pack by international courier (ie DHL/Fedex/TNT etc)
  • Unlimited free legal consultations for 12 months


Documents included in the Set Up Pack:


  • Certificate of Incorporation
  • Partnership Agreement (drafted/tailored by our In House Lawyer)
  • First Minutes recording formation
  • Membership Certificates
  • Combined Company Register
  • Certificate of Incorporation (on Companies House card)
  • First Minutes recording formation
  • Membership Certificates
  • Combined Company Register
  • Resolution to open a bank account for the Partnership
  • Resolution to appoint a lawyer for the Partnership
  • Resolution to appoint an accountant for the Partnership


From 2nd year: $600



  • Annual Government fee
  • Provision of Registered Office in Scotland
  • Provision of Registered Agent in Scotland
  • Mailing address in the country of registration
  • Unlimited free legal consultations for 12 months


Additional Services Available:


Provision of 2 (OCI Owned) Tax Free IBCs to act as Nominee Partners: $US800 per year


Assistance to open bank account: From $475


Would you like to know more? Then please Contact Us:


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