Form a Partnership in Maryland
Everything you need to know about forming a Partnership in Maryland. Filing fees, requirements, timeline, and step-by-step guidance.
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How to File
Choose Partnership Type
Decide between a General Partnership (GP), Limited Partnership (LP), or Limited Liability Partnership (LLP). General Partnerships require no state filing, while LPs and LLPs must register with the Maryland State Department of Assessments and Taxation (SDAT).
1-2 hours
Select and Verify Partnership Name
Choose a unique business name and verify its availability using the Maryland Business Entity Search on the SDAT website. Limited Partnerships must include 'Limited Partnership' or 'L.P.' in their name.
30 minutes
Draft a Partnership Agreement
Although not legally required by Maryland, a written partnership agreement is strongly recommended to outline each partner's roles, profit-sharing arrangements, decision-making authority, and procedures for dissolution or partner exit.
2-5 hours
Designate a Registered Agent
Appoint a registered agent with a physical Maryland street address to receive official legal and government correspondence on behalf of the partnership. The agent must be available during normal business hours.
30 minutes
What's Next After Filing
Once your Partnership is officially formed, you'll want to complete these important steps:
- •File the Certificate of Limited Partnership — For LPs and LLPs, file the Certificate of Limited Partnership (or Statement of Qualification for LLPs) with Maryland SDAT online via Maryland Business Express or by mail with the $100 filing fee.
- •Obtain an EIN and Open a Bank Account — Apply for a free Employer Identification Number (EIN) from the IRS at irs.gov, then open a dedicated business bank account to keep partnership finances separate from personal funds.
- •Register for Maryland Taxes and Obtain Licenses — Register with the Maryland Comptroller for state taxes (including income tax withholding if you have employees) and obtain any required local or state business licenses through the Maryland OneStop portal.
Advantages
- ✓Simple and inexpensive to form, especially General Partnerships which require no state filing fees
- ✓Pass-through taxation means profits and losses flow directly to partners' personal tax returns, avoiding double taxation
- ✓Flexible management structure with no mandatory meeting or governance requirements under Maryland law
- ✓Limited Partners in an LP enjoy liability protection for personal assets beyond their investment contribution
Considerations
- •General Partners bear unlimited personal liability for all partnership debts, obligations, and legal judgments
- •Partnerships can be less attractive to outside investors compared to corporations or LLCs due to lack of standardized equity structure
- •Dissolution or transfer of ownership can be complex without a detailed partnership agreement, and a partner's death or withdrawal may dissolve the partnership
Annual Obligations
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