Partnership Agreement - Limited (Arkansas)

Ready to Edit

LIMITED PARTNERSHIP AGREEMENT

STATE OF ARKANSAS

DOCUMENT HEADER

This Limited Partnership Agreement (this "Agreement") is entered into as of [EFFECTIVE DATE] (the "Effective Date") by and among the General Partner(s) and Limited Partner(s) identified in Schedule A.

The Partners hereby form a limited partnership (the "Partnership") pursuant to and in accordance with the Arkansas Revised Uniform Limited Partnership Act (Ark. Code Ann. § 4-47-101 et seq.).

Definitions
Formation; Name; Purpose; Term
Partners; Capital Contributions
Allocations; Distributions; Tax Matters
Management by General Partner
Rights and Limitations of Limited Partners
Representations and Warranties
Books, Records, and Accounting
Transfer of Interests
Withdrawal; Removal of Partners
Dissolution and Winding Up
Indemnification; Liability
Dispute Resolution
General Provisions
Arkansas-Specific Provisions
Execution

1. DEFINITIONS

"Arkansas RULPA" means the Arkansas Revised Uniform Limited Partnership Act, Ark. Code Ann. § 4-47-101 et seq.

"Certificate" means the Certificate of Limited Partnership filed with the Arkansas Secretary of State.

"General Partner" means [GENERAL PARTNER NAME(S)].

"Limited Partner" means each Person identified as a limited partner on Schedule A.

2. FORMATION; NAME; PURPOSE; TERM

2.1 Formation. The Partnership is formed under Arkansas RULPA upon filing of the Certificate with the Arkansas Secretary of State.

2.2 Name. The Partnership shall conduct business under the name "[PARTNERSHIP NAME], LP" compliant with Ark. Code Ann. § 4-47-108.

2.3 Purpose. [DESCRIBE BUSINESS PURPOSE].

2.4 Principal Office. [ADDRESS], Arkansas.

2.5 Registered Agent. [REGISTERED AGENT NAME] at [REGISTERED AGENT ADDRESS] per Ark. Code Ann. § 4-47-114.

3. PARTNERS; CAPITAL CONTRIBUTIONS

3.1 General Partner(s) have unlimited liability per Ark. Code Ann. § 4-47-404.

3.2 Limited Partner(s) have limited liability per Ark. Code Ann. § 4-47-303.

3.3 Capital Contributions per Schedule A.

4. ALLOCATIONS; DISTRIBUTIONS; TAX MATTERS

Profits and Losses allocated per Percentage Interests. Distributions as determined by General Partner.

5. MANAGEMENT BY GENERAL PARTNER

General Partner has exclusive management authority. Major decisions require Limited Partner consent.

6. RIGHTS AND LIMITATIONS OF LIMITED PARTNERS

6.1 Limited Liability per Ark. Code Ann. § 4-47-303.

6.2 No participation in control. Information rights per Ark. Code Ann. § 4-47-304.

7. REPRESENTATIONS AND WARRANTIES

Authority; No Conflict; Accredited Investor status; Investment Intent.

8. BOOKS, RECORDS, AND ACCOUNTING

Maintained per Arkansas RULPA. Annual financial statements provided within [90] days of fiscal year end.

9. TRANSFER OF INTERESTS

General Partner transfers require unanimous consent. Limited Partner transfers require General Partner consent.

10. WITHDRAWAL; REMOVAL OF PARTNERS

General Partner withdrawal with [180] days notice. Removal for cause by Limited Partners.

11. DISSOLUTION AND WINDING UP

Dissolution per Ark. Code Ann. § 4-47-801. Certificate of Cancellation filed per Ark. Code Ann. § 4-47-203.

12. INDEMNIFICATION; LIABILITY

Partnership indemnifies General Partner for good-faith actions. Limited Partners indemnified for third-party claims.

13. DISPUTE RESOLUTION

Arbitration in Arkansas under AAA Rules. Jury waiver to fullest extent permitted.

14. GENERAL PROVISIONS

Amendments; Entire Agreement; Severability; Notices; Electronic signatures per Ark. Code Ann. § 25-32-101 et seq.

15. ARKANSAS-SPECIFIC PROVISIONS

15.1 Certificate of Limited Partnership filed with Arkansas Secretary of State per Ark. Code Ann. § 4-47-201.

15.2 Annual franchise tax compliance required.

15.3 Limited Partners' liability protection per Ark. Code Ann. § 4-47-303.

16. EXECUTION

GENERAL PARTNER(S):
| Name | Signature | Date |
|------|-----------|------|
| [GP NAME] | ___________________________ | __________ |

LIMITED PARTNER(S):
| Name | Signature | Date |
|------|-----------|------|
| [LP NAME] | ___________________________ | __________ |

SCHEDULE A

PARTNERS; CAPITAL CONTRIBUTIONS; PERCENTAGE INTERESTS

Partner Type	Name	Capital Contribution	Percentage Interest
General Partner	[GP NAME]	$[AMOUNT]	[%]
Limited Partner	[LP NAME]	$[AMOUNT]	[%]

Ezel AI

Hi! Want this done for you? Tell me your situation and I'll fill in every section and tailor it to your state.

You get the finished Word & PDF in about 5 minutes. $49 for this document, or $249/mo for ongoing access. Want me to start?

AI Legal Assistant

Ezel AI

Hi! Want this done for you? Tell me your situation and I'll fill in every section and tailor it to your state.

You get the finished Word & PDF in about 5 minutes. $49 for this document, or $249/mo for ongoing access. Want me to start?

Insert Image

Insert Table

Need to customize this document?

About This Template

A contract is a written record of what two or more parties agreed to and what happens if someone does not follow through. Clear language, defined terms, and clean signature blocks keep disputes small and enforceable. The most common mistakes in contracts come from vague promises, missing details about timing or payment, and skipping standard protective clauses like governing law and dispute resolution.

Important Notice

This template is provided for informational purposes. It is not legal advice. We recommend having an attorney review any legal document before signing, especially for high-value or complex matters.

Last updated: May 2026

Get your Partnership Agreement - Limited (Arkansas), done and ready to use

Fill it in for your situation, adjust it for your state, and download the finished Word and PDF. Let the AI do it in about 5 minutes, or finish it yourself in the editor. Drafting this from scratch takes hours. Finish yours in about 5 minutes for $49, one time.