Limited partnerships are hybrid vehicles that are intended to combine the limited liability of corporate structures and the ‘flow-through’ taxation treatment generally granted to partnerships. These features make limited partnerships the ‘vehicle of choice’ for venture capital funds because they provide investors with protection against liability for the debts of the partnership, whilst also allowing them to deduct their share of the partnership’s investment losses. However, since 1992, Australia has generally taxed limited partnerships as though they were companies, which is not concessional and is out of step with how limited partnerships are treated internationally in jurisdictions including Hong Kong.
If Australia is committed to encouraging increased local venture capital investment, which it ostensibly is, then it is imperative that its limited partnership laws be significantly reformed. Flow-through taxation should be granted to all limited partnerships, along with integrity rules to limit the deductibility of losses, as seen under Hong Kong’s limited partnership taxation laws. By drawing inspiration from Hong Kong and other leading investment jurisdictions, Australia can better support high-risk venture capital investment by providing wider access to concessional investment vehicles, and thereby improve the country’s attractiveness as an investment destination in line with recognised government policy objectives.
About the Speaker:
Dr. Tamara Wilkinson is a Lecturer in the Faculty of Law at Monash University and the author of several books on the laws of venture capital investment and tax incentives (Venture Capital Investment and Government Incentives, forthcoming 2024; Incentivising Angels: A Comparative Framework of Tax Incentives for Start-Up Investors, 2019; Innovation and Venture Capital Law and Policy, 2016). She teaches Private Investment Law and Lawyer’s Ethics at the undergraduate and postgraduate levels.
The Law Society of Hong Kong has awarded this seminar 1 Continuing Professional Development (CPD) point.