Forming a limited liability partnership

Published by a LexisNexis Corporate expert
Practice notes

Forming a limited liability partnership

Published by a LexisNexis Corporate expert

Practice notes
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A Limited liability partnership (LLP) is a body corporate which is formed under the Limited Liability Partnerships Act 2000 (LLPA 2000). The majority of law applicable to LLPs is actually modified company law rather than Partnership law (see Practice Note: The nature of a limited liability partnership and its legal framework). The requirements for incorporation are set out in the LLPA 2000 and the Companies Act 2006 (CA 2006), as modified by the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 (LLP (Application of CA 2006) Regs 2009). The process for incorporating an LLP is very similar to the procedure for company incorporation.

How to incorporate an LLP

There are three requirements for the incorporation of an LLP:

  1. two or more persons associated for carrying on a lawful business with a view to profit must have subscribed their names to an incorporation document

  2. the incorporation document must have been delivered to Companies House, and

  3. there must also be delivered to Companies House a statement that the first requirement (ie to have two or more persons

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Jurisdiction(s):
United Kingdom
Key definition:
Limited Liability definition
What does Limited Liability mean?

Arises due to the legal separation of a business entity from those who own it. The liability of the shareholders of a company limited by shares is limited to the amount unpaid, if any, on the shares held by them. This distinguishes companies from sole traders and general partnerships.

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