Sleeping partner

A sleeping partner, also known as a dormant partner, is an individual who invests capital in a partnership but does not actively participate in its management or day-to-day operations.
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Updated on Jun 27, 2024
Reading time 3 minutes

3 key takeaways

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  • Capital Investment: Sleeping partners contribute financial resources to the partnership.
  • Passive Role: They do not involve themselves in the partnership’s management or decision-making processes.
  • Limited Liability: Like other partners, they may have limited liability depending on the partnership’s structure.

What is a sleeping partner?

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A sleeping partner is an investor in a partnership who provides capital but takes no part in running the business. Unlike active partners who are involved in the partnership’s operations, decision-making, and management, sleeping partners prefer to remain passive investors. Their primary contribution is financial, aiming to earn a share of the profits without engaging in day-to-day activities.

Importance of a sleeping partner

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  • Financial Support: Provides crucial capital that fuels business operations and growth.
  • Risk Mitigation: Limits personal liability for the partnership’s debts and obligations.
  • Resource Allocation: Allows active partners to focus on managing and growing the business without the involvement of financial decision-making from the sleeping partner.

How a sleeping partner works

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Capital Contribution

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Sleeping partners contribute funds to the partnership, which are used for various purposes such as starting the business, expanding operations, or financing projects. Their financial investment is crucial for the partnership’s financial stability and growth.

Passive Involvement

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Sleeping partners do not participate in the day-to-day management of the business. They do not make operational decisions, manage employees, or engage in strategic planning. Instead, they rely on active partners or designated managers to oversee the business operations.

Limited Liability

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Similar to other types of partners, sleeping partners typically have limited liability. This means their personal assets are protected, and they are only liable for the partnership’s debts up to the amount of their investment. This legal protection encourages investment by limiting financial risk.

Examples of a sleeping partner

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  • Venture Capital Firm: An investor provides capital to a venture capital partnership but does not involve themselves in the management of the portfolio companies.
  • Real Estate Development: An individual invests in a real estate partnership, contributing funds for property acquisition and development while leaving management decisions to the active partners.
  • Family Business: A relative invests capital into a family-owned business but prefers not to participate in its day-to-day operations, focusing instead on financial support.

Real world application

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Sleeping partners play a significant role in partnerships across various industries, contributing essential capital while allowing active partners to focus on operational aspects. This partnership structure is common in sectors requiring substantial investment, such as real estate, venture capital, and private equity.

In practice, the arrangement between sleeping partners and active partners is defined in a partnership agreement. This agreement outlines each partner’s roles, responsibilities, profit-sharing arrangements, and decision-making authority. Clear communication and mutual understanding are crucial to maintaining a harmonious and effective partnership.

Overall, sleeping partners provide financial stability and support to partnerships, enabling businesses to pursue growth opportunities while minimizing the day-to-day involvement of passive investors.


Sources & references

Arti

Arti

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Arti is a specialized AI Financial Assistant at Invezz, created to support the editorial team. He leverages both AI and the Invezz.com knowledge base, understands over 100,000 Invezz related data points, has read every piece of research, news and guidance we\'ve ever produced, and is trained to never make up new...