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A family limited partnership is a limited partnership controlled by members of a family. Their are two types of such partnerships, the first acts like other limited partnerships and FLP consists of two types of partners: general and limited. General partners control all management and investment decisions and bear 100% of the liability. Limited partners cannot participate in the management of the FLP and have limited liability. The partnership itself isn't taxable – instead, the owners of a partnership report the partnership's income and deductions on their personal tax return, in proportion to their interests.

The second form of "FLP" is more common in California and uses a limited liability company to the same effect. This form of FLP allows for a shared form of organizational management. It also has the effect of shielding the owners from certain legal liability.



Family limited partnerships and limited liability companies
let you reduce estate taxes by transferring assets like a family business, farm, real estate or stocks to your children now, and still keep some control. They can also protect the assets from future lawsuits and creditors.

Here’s how it works: You and your spouse can set up a family limited partnership or limited liability company and transfer assets to it. In exchange, you receive ownership interests. Though you have a fiduciary obligation to other owners, you can control the FLP, (as the general partner,) or LLC ,(as manager.) You can give ownership interests to your children, which removes value from your taxable estate. These interests cannot be sold or transferred without your approval, and because there is no market for these interests, their value is often discounted. This lets you transfer the underlying assets to your children at reduced value, without losing control. Such techniques work particularly well for assets such as investment property.

However it is Important to Note: FLPs are not necessarily recognized as legitimate estate planning tools by the IRS. Nor is this option appropriate, or even available, in most situations. A creation of an FLP or LLC requires a legitimate business purpose aside from estate planning or tax planning reasons, (such as limiting the liability of the business creators.) Furthermore, this is a complicated and potentially expensive technique that should only be utilized by clients aware and willing to accept both the responsibility and potential consequences.


Transfers of limited partnership interests are also eligible for the annual gift tax exclusion, a powerful tool for reducing income, gift and estate taxes.