Also known as: LLP · limited liability partnership · limited liability partnerships
Written by attorneys · grounded in primary & secondary sources — see below
A partnership entity in which partners enjoy protection from personal liability for obligations incurred by the partnership during its status as a limited liability partnership.
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Levi Lowe and Laura Lewis formed MedPartners LLP to provide telehealth services. A nurse practitioner employed by the LLP misdiagnosed a patient, leading to injury. The patient sued the LLP and the individual partners. The court held the partners not personally liable because the obligation arose while the entity operated as a limited liability partnership.
Lumen Capital, operating as an LLP, entered into transactions later challenged in a securities action. Investors named the individual partners as defendants. The court dismissed the claims against the partners personally, recognizing that the LLP structure shielded them from direct liability for entity obligations.
Partners in Lighthouse Shipping LLP withheld material information from one another during a transaction. One partner sued the others individually. The court applied the LLP liability shield and dismissed the personal claims, confining any remedy to the entity itself.
Lakeshore Industries LLP faced a complaint alleging parallel conduct with competitors. The court scrutinized the pleadings under heightened standards. Because the LLP itself was the proper defendant, claims against individual partners were rejected for failure to allege direct involvement.
Linden Bank LLP challenged removal procedures imposed by an oversight board. Partners argued the entity structure protected them from personal sanctions. The court upheld the LLP's separate liability status and limited any penalties to the partnership.
Leonard Lowe's LLP negotiated a merger with another entity. Minority partners objected to the process. The court enforced the transaction after confirming that the LLP's limited liability status insulated partners from personal exposure arising from the deal.
No. Under the governing statute a liability incurred while the partnership is a limited liability partnership is solely the debt of the limited liability partnership. Partners are not personally liable directly or indirectly for such a liability solely by reason of being or acting as a partner. The statute protects partners even when they act in furtherance of partnership business.
Supporting sources
…each ILEC's obligation to share its network with competitors, Verizon Communications Inc. v. Law Offices of Curtis V. Trinko, LLP , 540 U.S. 398 (2004), which came to be known as "competitive local exchange carriers" (CLECs). A CLEC could make use of an ILEC's network in any of three ways: by (1) purchasing local…