Limited liability partnerships are partnerships in which the liability of all the partners is limited. Generally the partners in limited liability partnerships are not responsible for the debts, obligations, or liabilities of the partnership resulting from negligence, malpractice or wrongful acts, or misconduct by another partner, employee, or agent of the partnership. However, a partner of a limited liability partnership is liable for other partnership debts and obligations as well as for their own negligence, malpractice or wrongful acts, or misconduct, and that of any person under their direct supervision and control.

Limited liability partnerships are formed by either:

• Filing a certificate with the Secretary of State

• Filing a certificate to convert an existing general partnership to a limited liability partnership

In California, limited liability partnerships may only be formed by licensed persons for the practices of public accountancy, law or architecture.

Limited liability partnerships are governed like general partnerships and have a similar degree of management flexibility.