This package is for UK-residents who want the simplest basic LLP registration offer which comes with the certificate of registration produced electronically & Barclays or HSBC business banking account as a part of this offer.
The following documents will be sending via e-mail upon the registration of your limited liability partnership (LLP):
The certificate of registration;
The free & fast-track banking account with HSBC or Barclays (which is optional).
£49.99
No annual charges
This is the basic LLP incorporation package for UK-residents with additional documents produced electronically & the laminated certificate will be send by post.
This LLP formation offer includes all services mentioned in the first option, plus:
The partnership agreement;
The meeting of the board of members;
The membership certificates;
The partnership' registers;
The laminated certificate of registration (will be send by post).
£92.99
No annual charges
This is one of our the most popular LLP formation packages for the UK residents.
The third option includes all benefits & items mentioned in the second option, plus the following items will be send by post:
Two laminated certificates of registration & LLP' agreements;
The first meeting of the board of members, two elegant membership' certificates & the rubber stamp;
Two sets of the LLP's registers, the certificate of the beneficial owner; additional services are available.
£99.99
Annual fees from £75.00
This is our the MOST POPULAR LLP creation packages for such customers who run their business from home, and who are looking to minimise members's liability.
This LLP formation offer includes all LLP registration benefits & items mentioned into the SECOND OPTION, plus the provision of:
The registered office address in London;
The government mail forwarding;
The secretarial compliance service & the certificate of the registered office address;
Additional services are available.
£129.99
Annual fees from £105.00
This LLP incorporation package for non-UK customers comes with the registered office address in London and the LLP's secretarial compliance service for one year.
The following items are included in to this offer:
The certificate of registration, the LLP agreement;
The LLP's registers, two membership' certificates & meeting of the board of members;
The registered office address, government mail forwarding & certificate of the registered office address.
£479.99
Annual fees from £455.00
This is one of the very favourite UK LLP registration packages for non-UK customers, who wish to appoint UK nominee members in order to maintain the anonymity.
This LLP registration offer includes all services mentioned in the first option, plus the following:
The provision of two UK nominee members;
The signed power of attorney;
The signed, undated resignation letters from nominee members;
The agreement for the provision of the nominee service.
£829.99
Annual fees from £805.00
This is one of the most popular LLP formation packages for non-UK customers, who wish to appoint two offshore based nominee members as an option to the tax planning.
This LLP setting-up offer includes all services mentioned in the FIRST OPTION, plus the following:
The provision of two offshore nominee members & the signed power of attorney;
The signed & undated resignation letters from nominee members;
The agreement for the provision of the nominee service.
£989.99
Annual fees from £805.00
This is the MOST OPTIMAL LLP establishment package in the UK market for such non-UK customers, who wish to legalise all corporate documents by a Notary Public and certify them by the Apostille stamp.
This LLP creation offer includes all services mentioned in the THIRD OPTION, plus:
The certification of all LLP documents including the power of attorney by a Notary Public & the final verification of LLP documents by the Apostille.
Free LLP common & the attorney in law' rubber stamps.
Further Information
Coddan UK LLP formation agent, we help with professional online limited liability partnership incorporation, starting LLP business requirements for non-UK residents, English LLPs formations agent, for whom limited liability partnership starts-up is a frequent activity or an individual ordering your first British limited partnership registration. We are providing holding, property management or general trading limited liability partnership set-up, online limited liability partnership formation in the UK for foreign customers, & one-day partnership registration in London for foreigners, private limited liability partnership formations for non-British citizens, and small LLP start-up advice. Starting a business and LLP partnership registrations in England, Wales, Scotland and Ireland, Coddan is online limited liability partnership registration & business LLP start-up agents in United Kingdom! You can now form an LLP as non-British client and register limited liability partnership using our LLP establishment agent, we offer online LLP incorporation in London, setting business LLP in the United Kingdom, starting-up a limited partnership in Ireland, British and English LLP registration services: registering an LLP limited liability partnership for non-UK residents. Check the LLP limited partnership establishment costs, Irish LLP creation, limited liability partnership incorporation in London for non-UK clients, Scottish LLP companies registrar, Edinburgh, Glasgow, British limited partnership organisation package, LLP corporate name generator helps generate random name for new limited liability partnership. Provides London virtual office, mail-forwarding, Companies House LLP web check, learn about forming an LLP benefits, incorporating LLP advantages and new limited partnership registration with Companies House filing requirements for non-UK registered customers, Inland Revenue starting LLP business, and LLP name search. Starting LLP partnership in the UK by incorporator agent for non UK based customers, Unite Kingdom business LLP incorporation, payroll & VAT registration, forming trust or limited liability partnership, with free HSBC corporate business account. Establishing an LLP with bank account for overseas clients, trust entity registration in the United Kingdom, Cyprus, Isle of Man, Mauritius, BVI, Seychelles or Hong Kong. Quick partnership LLPs formation agent, Coddan specialises in online limited liability partnership establishment, partnership registration & guarantee or partnership formation services throughout the UK, Isle of Man, Jersey, Guernsey, Sark and Alderney limited liability partnership incorporation, UK trade marks registry. Registering limited liability partnership, setting foreign LLP branch office - Coddan provides subsidiary LLP registration, United Kingdom LLPs incorporator, firm law registration, holding partnership, real estate, flat management partnership. How-to form a limited liability partnership, register LLP, creating a partnership LLP in Dubai UAE, UK, Scotland, Northern Ireland, Republic of Ireland, IOM, how to register an LLP, formation of LLP organizations, business organizational structure, offshore business banking, offshore banking account, offshore bank account and trusts establishment. Nominee LLP member, provision of nominee designated member service, tax-ID certificate, membership agreement, provision nominee partner service, provision private nominee LLP directorship, opening UK bank account RBS Royal Bank of Scotland, NatWest, Barclays and HSBC registered and resident agent service - Companies House web filings. Belfast private limited liability partnership set-up, nominee partners, nominee secretarial & nominee directors and nominal members - starting self-employed business and European trademark registration.
Start your own LLP partnership business England, partnership business start-up advise for foreigners, how to start a small UK business, international law firm, lawyers, London based partnership registering agent, resident agent incorporating limited partnerships, how-to incorporate LLP partnership based business. Readymade LLP with bank accounts, shelf limited liability partnership with nominee members, readymade LLP with VAT registered number, aged limited partnership for sale, non-UK resident LLP with the UK registered address, and foreign LLP partnerships registrar, start a limited partnership by incorporating an LLP or forming a LLP partnership with Coddan - learn about LLP limited liability partnership incorporation & how to establish online LLP registration for non-residents. Whether you incorporate an LLP limited liability partnership online, open a limited partnership in England or form a LLP partnership, we can help you understand the partnership incorporation process for filing, business registration names and business partnership formation. Incorporate or form an LLP company online, LLP limited liability partnership incorporations! LLP entity formation in the United Kingdom, limited liability partnerships formations & partnership registration, electronically online LLP filing, business partnership incorporations, open partnership online with nominee services. In addition to British limited liability partnership formations, virtual office in London, mail-forwarding overseas, fax-forwarding abroad, cheap apostille certification, business address services and company searches for limited liability partnership. Information to help start, grow or manage a small business, readymade partnership LLP with VAT registered number and bank account. If you are starting a business or starting own family business, need to have a nominee member, nominee designated member, rush LLP incorporation, an outline of the general steps for limited partnership incorporation in Great Britain, explaining how to registering your LLP, choosing where to establish your LLP business and how to incorporate a partnership. Public notarisation of general power of attorney, legal and lawyer services - registry of companies and LLPs, UK domain name registration, register CO.UK domain name registration - Company House of registrar in Scotland, Companies House filing annual forms, Companies House direct, company house web filing: companies house LLP name find. Creation an LLP co uk, partnership register in England, LLP company formation, UK business partnership formations with the formation group UK, assistant LLP formation, check company act England and LLP companies registry. Limited liability partnership name check, search online for LLP names, register a new name, do check partnership name, find check limited partnership name - LLP company name check, corporation partnership name check; limited liability partnership name check formation, check incorporated partnership names, with search available LLP names, help LLP partnership company name check.
Form an LLP partnership or forming limited partnership LLP today, LLPs formations within one business day, fast LLP company incorporating, LLC registration agent offers limited partnership name search. Coddan provides setting-up partnership LLP, UK partnership formation, LLP formation, British limited liability partnership formation, limited LLP partnership incorporation, establish LLP limited liability partnership, limited liability partnership registration, limited liability LLP registration, LLP company incorporation, LLPs formation, limited liability partnership incorporation, nominee designated member, nominee LLP member, non-UK resident LLP creation, LLP partnership formations, non-UK customer LLP creation, establish non-resident limited liability partnership. Limited partnership incorporation registered agent, limited liability partnerships incorporation with nominee members, benefits of starting limited liability partnership, LLP company incorporator agent who offers local limited liability partnership LLP creation with nominee partners, learn about LLP partnership benefits and LLP advantages. Non-UK & non-USA resident partnership establishment, advantages to create LLP limited liability partnership or incorporating a British legal partnership, online filing service to open LLP partnership, Coddan can help to register an LLP partnership in the United Kingdom, incorporate a limited liability partnership in the United States, and able to help to incorporate a partnership in offshore locations with the provision of nominee services. LLP formation agent for foreign customers, limited liability partnership incorporation for American and Russian customers, we can register and create llp limited partnership for African and Middle East based clients. EU & non-EU located customers can incorporate an LLP company in the United Kingdom , United States of America and tax free countries. Customers from European Union can establish a limited liability partnership, which comes with the bank account and VAT registration number, non-European based residents can create or incorporate LLP business entity with offshore bank account, nominee designated members, nominee partners, and nominee directors with EU VAT registration number. We can help you to setting-up & registering an LLP partnership in England, Scotland, Northern Ireland and in the State of Delaware and Florida. Incorporation of non-tax resident LLP companies or tax-exempt partnerships with registered address, nominee members and banking accounts, we offer an assistance in establishing a corporate bank account, business address, mail forward overseas, telephone answering, signing documents by nominee members, signing contracts by LLP partners. Do you want to establish and incorporate limited partnership LLP online, receiving a certificate of good standing, annual franchise tax preparation and filing of annual report, certified copy of certificate of registration certified by notary public and official apostille stamp with the consulate legalisation. Limited liability partnership registrar with the tax-ID, tax identification and EIN numbers, which can be used for double tax treaties, foreign bank account and anonymous debit cards, and nominees will run the business and sign documents for the beneficiary name behalf. Apostilles certification of LLP corporate documents, apostilled power of attorney signed by LLP nominee members, nominee directors sign documents and verify by notary and apostille signature, doing business in the United Kingdom or Great Britain and Northern Ireland via the traditional limited liability partnerships. Conduct a trademark search through Coddan to reveal whether your proposed trademark is capable of trademark registration with LLP formation & our comprehensive trademark registration study with LLP company creation, and trademark registration services are available to you with limited company accountants help business registration.
We have a dedicated non-UK clients and non-UK domiciled customers department who will organise any official legalisation by apostille as required at the Foreign & Commonwealth Office and any required Consulate legalisation service via apostille stamps. We provide the full range of public notary services for private and commercial clients in London and internationally, our complete range of LLP creation services cover LLP registration through to its restoration or dissolution, and we also cover information and support, registrar limited liability partnership. How to choose a limited liability partnership name and how to form a limited liability partnership, limited liability company (LLC) is a business structure allowed by state statute, foreign-LLCs are popular because, similar to a corporation - series LLC is a special form of a limited liability company that allows a single LLC: LLP registration number search, Companies Registrar web check companies house UK, companies house LLP filing deadlines, companies house late filing and companies house filing fees. International LLP company formation, limited liability business formation for foreigners, limited liability partnership registration - LLP registration name, LLP company registration agents and domain registration LLP online.
Easy to incorporate LLP in the UK or electronic create llp England, Scotland or Ireland, forming new partnership business and business establishment agency, Coddan provides starting private LLP partnership advise, registered office & nominee partner, nominee designated partner, registered agent services in the UK. We are professional incorporating public LLP, English British limited liability partnerships incorporator, starting LLP business advisers, private partnerships formation England, starting a limited liability partnership, setting LLP in Edinburgh, providing virtual office, mail-forwarding, virtual secretary assistant, mail-drop service, and companies registrations Glasgow - start-up LLP company with secretary state. Establish business and companies start-up London with registration agent, Companies House agent, limited liability partnership advantages benefits, limited partnership with bank account, company with VAT registered number. How-to form an association, LLC, LLP creating an association, how to create LLP, formation organizations, business organizational structure agents, company house direct, companies house e-filing, companies house web search, web-filing service, filing penalties. Forming UK branch office, forming joint venture England, should I form new company or buy ready-made company - my company wants to open branch in UK, is this better than creating new private LTD? Readymade LLP for sale, readymade LLP, off-the-shelf LLP, shelf partnership, vintage limited liability partnerships ready-to-go, Mauritius, Jersey, Guernsey, Isle-of Man, protected cell company, international business company IBC. Purchase a business for sale, how to buy a business, LLP businesses for sale, forming organizations HM Revenue & Customs - small LLP filing requirements. Limited liability partnership vs. sole proprietorship - learn the advantages and disadvantages of LLPs and sole proprietorships, two popular types of business entities. VAT agents can act on your behalf to register for VAT, file your VAT Returns and deal with HM Revenue & Customs (HMRC) on other VAT matters. If you authorise an agent to act on your behalf to deal with VAT, UK LLP formation, you must inform HMRC. You must also inform HMRC online that you have authorised your agent to register for VAT and/or file your VAT Returns online. If you sell to UK customers but are not based in the UK - what HMRC calls a non-established taxable person (NETP) - you may appoint a tax representative or an agent to deal with HMRC on your behalf about your VAT affairs. If you sell to UK customers but are not resident in the UK, do not have a UK office or your LLP is not registered in the United Kingdom, you are what HMRC calls a non-established taxable person (NETP). If you are an NETP, you may appoint a tax representative or an agent to deal with your VAT affairs with HMRC, creation UK LLP, application for service tax registration and certificate of service tax registration, incorporation services LLP, partnership registration search: LLP sole proprietorship and tax planning, trust formation.
Coddan UK LLP formation agent, we help with whether you are a professional limited liability partnership incorporation agent, starting LLP business online, and English limited liability partnership formations agent, for whom limited partnership creation is a frequent activity or an individual ordering your first British LLP registration. We are providing holding LLP set-up, we offer online incorporation LLP London, setting business LLP United Kingdom, starting-up LLP Ireland, British and English LLP registration services. Check limited liability partnership establishment costs, Irish LLP, LLP incorporation Scotland, Scottish, Edinburgh, Glasgow, limited liability partnership organisation package. Provides London virtual office, Oxford, Piccadilly, mail-forwarding. Learn about forming LLP benefits, incorporating LLP advantages - starting limited liability partnership UK LLP incorporator agent. Create LLP, setting branch office - Coddan provides subsidiary LLP registration, United Kingdom LLPs incorporator, firm law registration, holding LLP, real estate LLP, flat management LLP, incorporate Nevada, Texas, starting a business. Nominee LLP members, nominee member service, LLP partnership agreement, nominee LLP members provision: Dublin and Belfast LLP set-up - start your own business England, business start-up advise, how to start a small UK business, law firm, lawyers, London based, LLP registering agent, resident agent, learn how-to incorporate. Readymade LLP, shelf LLP, ready-made LLP, aged LLP for sale, non-UK resident company, and foreign company registrar. Create llp or form llp in our office in London. forming LLP partnership or create LLP, setting LLP Scotland: start a company by incorporating or forming a LTD, PLC or LLP at Coddan. Learn about incorporation & how to establish your LLP business online. Whether you incorporate online, open corporation England or form a corporation, we can help you understand the incorporation process for filing. Incorporate or form a limited liability partnership online: limited liability partnership formation United Kingdom, limited company formations & registration, electronically lodge online, multi award winning system, very easy and informative. In addition to British limited liability partnership formation we offer LLP trademark registration, LLP agreements, 0870 numbers, 0207 telephone answering, virtual office and company searches for limited companies. Information to help start, grow or manage a small business: if you are starting a business or starting own business, nominee director, nominee partner, nominee LLP members rush incorporation - home business and small business training and ideas site to help you start, grow, and expand home based business or search for the work at home job right. An outline of the general steps for incorporation in Great Britain, explaining how to setting your business, from choosing where to establish your LLP limited liability partnership.
Starting-up an LLP in the UK: same day limited liability partnership formation & online LLP incorporation experts in England, Wales and Scotland: we provide reasonable and budgeted LLP formation, readymade limited liability partnership LLPs, bookkeeping & accounting, tax planning, tax filing, nominee designated members, nominee LLP member and a wide range of corporate services. We also provide the registered office addresses in different locations, Company House direct access, Company House Web-Filing, Companies House Web-Check, Companies House direct LLP incorporation name check, certificates of incorporation and registration, a virtual office, answering phone calls; assistance with the opening of an offshore or UK LLP bank accounts for our local and overseas customers. You can get a help from us to establish the real business relations with such banks as Barclays, HSBC, NatWest, RBS and many others. You can create LLP online using our own LLP registration software, which has been authorised by Companies House is an Executive Agency of the United Kingdom Government in the Department for Business, Enterprise and Regulatory Reform. All limited liability partnerships in Great Britain are registered with Companies House and file specific details as required by the LLP Act. Limited liability partnerships in Northern Ireland are subject to similar legislation, discussed below. All limited liability partnerships, including subsidiary, small and inactive partnerships, must file annual financial statements and LLP returns, which are both public records.
Our dormant limited liability partnerships registration systems have been fully updated and comply with the Companies Act 2006, please be assured that you can incorporate LLP through Coddan with confidence. Coddan CPM LTD is the London based, located at the Baker Street, favourite and most successful companies and LLPs formation agent offer a quick, flexible and price reasonable creation of different types of business entities in England, Wales, Scotland, and Northern Ireland; Isle of Man and in the Republic of Ireland. UK limited liability partnership formations agent - Companies House new LLP registration by Coddan: our firm has been establishing to provide the practical guidance and qualified assistance in starting and running a small business - limited liability partnership incorporation within the United Kingdom and offshore tax-havens: you can communicate with us via the Internet; you can also make an appointment, visit our office, or deal with our consultants face-to-face or by the phone. Services and documents will cost a lot less than equivalents supplied by other accountants, lawyers, and solicitors. Our web site summarises the procedures and costs associated with the LLP' formation with the UK Companies' Registrar & setting-up a business as a limited liability partnership in the United Kingdom and in other offshore countries. We advise you on the most appropriate business legal entity to suit your individual or business circumstances, so that you do not need to spend your cost-effective time to research or guess with the different options. Being as business LLPs registration agent, we have years of experience behind us, and we have established a well-respected name and reputation. Allow us to help you to establish an LLP and get it running; or select the best type of business for incorporation, and register your general trading LLP, setting-up a branch of a foreign company, place of business, incorporate a subsidiary or a holding company or register LLP. We may assist to register a personal agency LLP, right to manage, flat property management, intellectual property management, ship management, franchising and investment, licensing and royalty collection limited liability partnership, corporate finance and management, marketing, and distribution LLPs. UK LLP name registration & advantages of forming an LLP: start-up a new limited liability partnership for only £32.00: the establishment or creation of a limited liability partnership, by the UK residents or foreign nationals usually takes from four to six hours now. We will file your application electronically with Companies House allowing the fastest possible registration. This generally means that if you place an order before 11 a.m. (London time) on a normal working day, your limited liability partnership will be registered by the end of that day. We supply an expert advice on navigating through the UK legal and business systems, helping you in setting-up an LLP in England, Scotland, Northern Ireland, and/or the Republic of Ireland. Our work focuses upon Britain and Ireland LLPs incorporation; however, we also engage in European and international (offshore) companies, limited partnerships, private foundations and trusts establishment: contact us via the information supplied on our contact page - fast & simple online bank account opening for an LLP registered in the UK. Our fee for the UK LLP formation does not cover any sort of private or personal consultation regarding a partnership structure, asset protection schemes, tax minimisation or optimisation plans.
Forming or registering an LLP partnership in the UK online or visiting our office in London: the UK-registered LLP can be used for a varied of business activities on behalf of both the UK and non-UK owners, and we are pleased to advise you on the unique environments of your case. At the time of your partnership registration or at any time thereafter, Coddan can be appointed as your partnership nominee designated member, a nominee LLP partner. Coddan provides a full range of professional services from provision of a registered office address (we offer prestigious registered addresses in three different locations in London, Cardiff, Birmingham, Manchester, Sussex, Edinburgh and in Glasgow), UK local and toll-free telephone numbers, general mail-forwarding, and domain names registration; to bookkeeping, accounting, audit and preparation of management accounts for the UK & offshore registered limited liability partnerships; preparation and filing of statutory accounts, preparation and filling the LLP's annual return; advice and assistance to businesses in relation to the opening of banking accounts in England, Ireland, Scotland, and in tax-free jurisdictions. We can also arrange a help with the notaries' legalisation, consular and apostille certification of documents; HM Revenue & Customs protection insurance, VAT, PAYE and NIC compliance disputes protection insurance, registration your company for VAT, NETP application, provision of a EORI number, and registration of your LLP as an employer in the UK, or register your LLP which has no employees in England, Wales or Scotland & simple VAT UK LLP registration. You can see a description of our LLP incorporation packages, and compare them, by choosing from the appropriate list below. If you will see something unclear in LLP registration packages' description, please do not hesitate to contact us for more information.
One-day LLP formation UK & online limited liability partnership incorporation in London, dormant limited liability partnership registrations and small business dormant LLP formation start-up advice: starting UK dormant business and cheap LLP registrations in England, Wales, Scotland and Ireland. Coddan - same day private limited liability partnership incorporations, quick limited liability partnership formation & LLP starting-up agent United Kingdom! You can now forming partnership & efficient registering a limited partnership using business establishment agent, advice starting LLP business London, Liverpool, Edinburgh and Glasgow. Easy 247 incorporate LLP partnership UK or electronic register limited liability partnership England, Scotland or Ireland, efficient forming a new LLP and business establishment agent. Coddan provides starting private limited liability partnership advise, provision registered office & nominee member, nominee designated member, registered agent services. We are professional incorporating 365 public limited liability partnership, English British limited liability partnership incorporator, starting LLP business advisers, private LLPs formation England. Setting partnership Edinburgh, providing virtual office, mail-forwarding, virtual secretary assistant, mail-drop service, and business limited liability partnerships registrations Glasgow. Establish business and LLP start-up London with reasonable formation agent, Companies House agent, private limited liability partnership advantages benefits, fast limited liability partnership LLP with bank account, LLP with VAT registered number. Incorporating UK private limited partnership, starts-up Scottish LLP, establishes LLP, companies registry. Same-day forming offshore UK LLP, offshore LLP incorporators agent, incorporate LLP Ireland, LLP registrars, register limited liability partnerships, companies office, companies LLP registry. Ready-made LLP list, UK shelf LLP, British ready-made limited liability partnerships, Scottish shelf-LLP, readymade LLP in London. Bookkeeping accounting service, data processing VAT service for small businesses PAYROLL, and offshore formations resources - business registration structure. Steps establishing offshore LLP business & Irish LLP formation: central London, open LLP, filing LLP, tax-planning and business structures schemes. Readymade LLP for sale, readymade limited liability partnerships, off-the-shelf LLP, shelf LLP, vintage limited liability partnerships ready-to-go, set up and register a limited liability partnership. Purchase business for sale, how to buy a business, businesses for sale, forming organizations HM Revenue & Customs. This page provides an overview of the process of quick forming a LLP, how-to form Scottish LLP association, LLP, creating an association, how to register LLP organization, formation limited liability partnerships organizations, business organizational structure agents, company house direct, forming a ltd company, companies house e-filing, companies house web search, web-filing service, filing penalties - inc corporation pty ltd, companies house web-search, incorporation corporation ltd, creation agency ltd, business company formations limited, ltd company formation, business company formations, international business company formation, company formations international, UK LLP company formation and formation pvt ltd company, companies registrar, company name check. We can also arrange help with the notaries legalisation, consular and apostille certification of documents; HM Revenue & Customs protection insurance, apply VAT number, PAYE and NIC compliance disputes protection insurance, registration your company for VAT, NETP application, provision of a EORI number, and registration of your company as an employer in the UK, or register your company which has no employees in England, Wales or Scotland - VAT returns and accounts. Running limited liability partnership, annual returns, VAT returns every quarter, registering limited liability partnership with HM Revenue & Customs, obtaining import export codes from HM Revenue & Customs, changing partnership name, increasing decrease members contribution, transferring membership, amending updating re-printing partnership agreement, obtaining legal opinions, preparing filing forms documents companies house, obtaining VAT, tax identification numbers, preparation annual return, preparation final annual accounts, provision certificates of incumbency, restoring partnership back to the Companies Registry, obtaining notaries and apostille authentication.
This package includes all needed services for the dormant UK LLP formation & keeping a UK registered limited liability partnership dormant for the first year after the dormant LLP incorporation.
Pay £300.00 now and £350.00 eleven months after.
The registration of the UK dormant LLP partnership (the government fee for the incorporation of a partnership is included).
The provision of the registered office address for a dormant LLP at the Baker Street in London.
The provision of a nominee secretarial to protect the LLP' member(s) responsibility.
The initial registration of your dormant LLP partnership as a dormant with the HMRC.
We will act as the tax agent with the HMRC for your British dormant limited liability partnership behalf.
The government mail forwarding to your own address in the UK.
We will keep your partnership registers at the registered office address.
The preparation of the annual return and year-end LLP dormant account and its submission with the Companies Registrar and Inland Revenue.
The LLP certificate of incumbency; and
The LLP certificate of non-trading (at the end of the year).
In the second year of business, you'll need to pay £350.00 only.
LLP Formation, LLP Registration in London. Create LLP from 32.00 pounds
Same Day UK LLP Formation: Online Limited Liability Partnership Registration & LLP Start-Up & Incorporation Usually Completed in 4-6 Hours, Using British, Scottish and Irish LLP' Formation Agent
Looking for a quality LLP information with registration guidance & practical advice regarding how to start your own limited liability partnership LLP in the United Kingdom, how to register your limited liability partnership, setting-up a British LLP and running; how to select the best type of a business registration form, how to incorporate a limited liability partnership; and need a limited liability partnership LLP start-up advice? Need a UK LLP partnership formation agent, with the prompt incorporation service and expert LLP partnership registration advice from well-qualified business incoporation professionals whose complementary skills and long experience enable them to deliver quality service to local and international clients on the areas of new LLP formation, auditing, accounting,partnership taxation, management consulting, corporate services, limited partnership administration, liquidation, insolvency & recovery?
Are you looking to register an LLP partnership in England, Scotland, Wales, or Northern Ireland? Do you want to register a limited liability partnership in Belfast, Bristol, Edinburgh, Glasgow, Liverpool, London, Birmingham, Manchester, or Sussex? Have an idea for a starting LLP business in the United Kingdom, and want to register a limited liability partnership online now? On our website, you can get information on choosing & registering the right legal structure for your business, legal tips on day-to-day business operations, an overview of employment law issues, and much more.
UK LLP Registration Agent
We provide fast online service for UK LLP registration, & including a private, public and guarantee companies formation, establish of limited partnership in Scotland, plus the other business entities incorporation in England, Wales, and Scotland.
Setting up a business for the first time can be confusing and there are too many issues to consider. You need to decide whether to use professionals who can help you to incorporate your LLP, and to choose the best ownership structure for your business.
Choosing a structure for your business can be a confusing puzzling of terminologies. However, with this basic guide, you will be able to select the structure that will serve your business best at tax time. There are several types of legitimate commercial and non-commercial legal entities which you can choose to operate as. Find out the links below on the pros and cons of registering your business.
Coddan is one of the leading service providers in the field of English, Scottish, and Irish LLPs, partnerships, private or public companies formation and registration. Our electronic filing software has been approved by Companies House. Companies House (Companies Registry, Secretary of State) is an executive agency of the United Kingdom Government Department of Trade and Industry (DTI). All LLPs in Great Britain are registered with Companies House and file specific details as required by the Companies Act 2006.
Related Articles
If you have an idea for starting a limited liability partnership in the UK, forming an LLP partnership, becoming an LLP partnership - we can assist you and provide a higher standard of support for starting-up an LLP and registering a limited liability partnership online directly from the ground up. The better the partnership's structure is prepared upon registration, the better the results that will be achieved later. It is our job to assist in evaluating the options available at the beginning. In addition, we offer services regarding the formation of the UK, EU, and offshore LLPs - register your limited partnership with us, and enjoy the full support of an excellent and fully trained team. During our LLP's creation experience, Coddan has rapidly expanded its portfolio of international and local customers, - this is the result of a quality service we offer, and the trust our customers place on us. We are dedicated to deliver quality and professional services to our clients to enable them to run their LLPs more effectively and efficiently.
The members, managers, agents and employees of a British, Scottish and Irish LLPs' are not liable for the debts, obligations or liabilities of the LLP. Like private companies' shareholders or limited partners in general or limited partnerships, LLP' members may be held liable to their organisation to the extent of funded capital contributions, but are not subject to enforcement of creditors' claims against the LLP (apparently including any right to enforce agreed upon contributions of members that are not specifically enforceable under the terms of the governing documents). General partners of a limited partnerships, or self-employed on the other hand, remain personally liable for all partnership debts and obligations.
Starting a Small LLP Business & More: What We Can Do For You - LLP Formation Agent vs. Companies House
Coddan is the UK business entities (LTD, PLC & LLP) formation agent and certified accountancy firm with many years of experience in assisting clients with limited liability partnership incorporation in the United Kingdom (England, Wales, Scotland and Northern Ireland), offering in most circumstances the same-day online limited liability partnerships formations services for the UK residents & non-UK based customers. Our expert knowledge and extensive experience of setting-up of LLP' partnership structures has made us possible to provide the very professional, prompt, and efficient LLP incorporation level of services.
Our team of tax-advisors and incorporation consultants will be pleased to assist with your enquiries related to establishing and maintaining limited liability partnerships and limited partnerships, or creating complex corporate legal and tax-savings structures. On our website, you will find a number of useful tips and legal information how to register an LLP, downloadable documents, which may help you to learn what to take into consideration when deciding among setting-up LLPs, establishing limited partnerships and other business structures. Our great value LLP formation price starts from just £32.00, we consistently provide quality assistance and the best service to satisfy our valued customers - you will receive the personalised telephone & e-mail help that you really need!
Coddan help lines provide confidential LLP formation advice, support, and access to pastoral care for business consultants and accountants. Some of our help lines can also be contacted online, by e-mail and by fax. Our team of friendly staff (who are all convincing specialists) is on hand to ensure that your move goes through as smoothly and swiftly as possible.
Confidential LLP company registration advice and support services have been provided from our own business premises in 124 Baker Street, London. We are committed to providing a comprehensive range of partnerships creation services and ensure that we offer an LLP incorporation service that blends professionalism with a friendly, informal approach. By doing so we remove the mystique that sometimes surrounds our profession. We believe that each local and international clients have an individual specific legal requirement and therefore provide a prompt & professional incorporation service, which is individually tailored to the particular needs of each client. By doing so, we are able to advise and assist in a clear, direct, & LLP establishment cost-effective manner.
Our current £49.99 the second option is also comes with the special drafted and solicitors' adopted partnership agreement, which can be used not only in the United Kingdom, our own LLP agreement will be very useful & accepted in other overseas countries. We also provide the certificate of LLP registration, minutes of the first meeting of members (partners), membership certificates, and a partnership register, etc.
Our business is international - we offer a wide range of legal LLP incorporation services to multinational, public & private clients and entrepreneurs in different business industries & public actions. Our legal firm deals with transactions of all sizes and complexity combining global & local expertise on behalf of clients in the United Kingdom, including Northern Ireland, Republic of Ireland, and Isle of Man, & around the world. In addition, we also advise foreign customers on doing business in England, Wales, Scotland, Northern Ireland, Republic of Ireland, Isle of Man and in other offshore countries through out the registered limited liability partnerships. We can provide you with a wide range of LLP-related legal advice covering all aspects of the LLP start-up, trading activities and business expansion in the Great Britain & overseas as well as realising value.
We provide different LLP incorporation packages with the different LLP formation options depending on your business needs; each incorporation package offers the complete formation of a limited liability partnership, which is usually ready to commence trading within six to eight hours. Our LLP start-up packages offer the perfect results for those people who are taking the first step into the business or smaller LLPs whose budget won't stretch to bespoke business solutions, there are no dumbfounds and no hidden charges, - what you see is what you pay!
We can also assist clients with the special needs or requirements, we could make a tailor-made LLP creation package that would suit your personal needs and wants. If you choose us as your LLP establishment service provider, you will almost immediately realise that our team of proficient LLP formation advisors, is your own dedicated support team.
Limited liability partnership registration documents submitted electronically, which allows us to offer you a timesaving service and eliminate the necessity to complete the paper forms, sign them by your partnership officers, and certify by a solicitor or notary public. Our services include assisting you on: -
Limited liability partnership (LLP) formation and registration;
Members (partners) duties, partnership governance and protecting your designated members against liability;
Debt and equity funding initially and for on-going expansion;
Inward and outward investment, including entry strategy;
Supply of goods/services and other commercial contracts;
Franchising, distribution, agency and commissionaire agreements;
Joint venture, collaborations and strategic alliances (both UK and international); and
Implementing an exit or succession strategy to meet your needs.
Our flexible, relationship-based model facilitates our collaborating with you to truly understand your objectives and help you attain them. We tailor our services and approach to meet your needs.
LLP Formation With Companies House: Why Incorporate an LLP With Coddan
Personal service - Coddan retained the high quality advisors who are extremely knowledgeable and true professionals in both of UK and offshore legal LLP structures and tax law aspects. Coddan's advisers can provide customers with free and confidential advice and information on starting up a business in England, Northern Ireland, Scotland, and Wales; and in the Island of Man.
If you would like a personal face-to-face consultation and dedicated help with your UK LLP start-up package or needs, call us on +44 (0) 207.935.5171, or 0800.081.1510 to discuss your requirements and make an appointment with one of our consultants. Our trained business consultant will contact you at a pre-arranged appointment time to discuss your individual circumstances, as well as your suggestions in relation to your LLP incorporation needs. Our project begins with a short meeting, where our advisors gather the information required to register a limited liability partnership for an each client. The result includes personal assistance with the order form submission, usually completed in four-to-six business hours, an electronic copy of LLP documents and further legal documentation printed on the same day.
If you have questions about legal aspects of your limited liability partnership incorporation application, you should speak to one of our consultants. We are very happy to provide a practical support, we have a team of professional business advisers and consultants who can support you to strengthen and grow your business. Main reasons to incorporate a limited liability partnership (LLP) with us: -
We have the professional knowledge and qualifications;
We have the experience;
We have been in the business for over 18 years and we intend to stay for much longer;
We work in a confidential manner;
We are multilingual;
We offer a personal approach that is custom-designed to your requirements;
We are committed to our clients;
We are committed to providing high quality service;
We take our compliance and legal obligations seriously;
We respond very promptly to all enquiries and problems;
We are committed to helping you achieve your objectives.
Create LLP:What Are LLPs For?
The 'Limited Liability Partnership" (LLP) format of registered company was originally created to enable the professions to take advantage of limited liability, but its popularity is growing among a much wider range of business. The LLP should not however be associated with professional firms, as this form of business association and its adoption is available to the owner-managers of any business. Call us to discuss your needs and see how we can help.
If you would like to register a limited liability partnership in the United Kingdom, and you are not a UK resident or British citizen, this would not have been a problem if you will appoint Coddan as your registered agent. A party to a contract who is not domiciled in England or Wales usually appoints a business entity formation agent for service of process. We, as your LLP incorporation agent will act as the agent for the acceptance of service of business registration process in England, Wales, Scotland, or Northern Ireland.
You will not be left on your own once you have started up an LLP, we still are here to help you with any problems that you may face as you establish and grow your business. Our advisers will answer any questions you may have and explain what you, or we, might do in your current circumstances. If necessary, you may return to us for further help as matters progress. Our team of full-time professional business advisers can guide you through the essential steps to launching your own business. Please, take a note that we can have meetings with current of positional customers by appointment only. We can help if you need a qualified advice and guidance in any of the following areas: -
How to select the best business form;
How to start and register your own limited liability partnership in the United Kingdom, Northern Ireland or/and Republic of Ireland;
How to get your limited liability partnership (LLP) up and running;
How to satisfy to the new legislation and legal requirements prior to register a new limited liability partnership in the UK;
Reasons to register a limited liability partnership (LLP);
How to establish a limited liability partnership in the United Kingdom, Northern of Ireland, Isle of Man, Cyprus, or in other offshore low-tax countries;
How to manage your already established limited liability partnership;
How to fulfil the legal requirements and avoid penalties and common mistakes when sending forms and documents to Companies House; etc.
If you do not need an advice or guidance how to register a limited liability partnership, you may simply place an order online with automatic e-mail confirmation, status updates, and e-mail notifications of filing status changes. Areas of our practice: -
Determination of the best business structure for tax purposes;
Formation of limited liability partnerships and companies;
Provision of the registered office addresses service;
Provision of the nominee officers (nominee members, nominee designated members/partners);
Registration of an LLP as the tax payer;
Tax agent or fiscal representative service;
VAT registration and VAT management, UK tax representation services;
Registering and licensing copyrights, trademarks, design rights and patents;
Bookkeeping and preparation of management accounts;
Preparation and filling of statutory accounts;
Registration as a money service business;
Opening bank accounts (we work with several banks in the UK and offshore countries that offer different banking facilities);
Voluntary striking-off, dissolution and restoration of limited liability partnerships (LLP) to the register.
Limited Liability Partnership Registration: Our Experience in English, Scottish and Northern Irish LLP Incorporation
We can guarantee accurate, confidential, personalised, and reliable services at highly competitive prices; we are a customer-oriented company, we value our consumers and offer comprehensive services to every one of them. We are fully aware of our client's needs and desires and try to make the process of our teamwork as comfortable as possible.
Our advisors are able to offer services to individuals and companies that are doing business through or in England, Wales, Scotland, Northern Ireland, or Republic of Ireland, or even re-collating to the United Kingdom. Our advisors can assist in all steps of doing business by creating a UK limited liability partnership: selecting the appropriate legal structure. We can incorporate a limited liability partnership (LLP) within a few hours; we may help you with the opening of the corporate bank account with one of the major UK or offshore banks.
This is exactly what you will get if you choose to register a limited liability partnership with Coddan. We are the real company, not a dot.co.uk or a bargain-basement internet company. Our knowledgebase and experience with thousands of registered LLPs has shown us that many new business owners want the fastest and easiest route to get their new business started.
Tax Related Benefits of LLP
An LLP is normally regarded as tax transparent, and the members of an LLP is, for tax reasons, deemed as self-employed as they are taxed on their individual earnings. Another advantage of LLP's is that they are exempt from corporation tax. An LLP is usually advantageous to several people who may be conducting business as a group and require numerous signatures. The partners of an LLP have limited liability, which adds security to the individual members should something go wrong in their business.
As you endeavour to manage the growth and overall success of your business, you will want to have a team of business advisers with the focus on providing advice from start-ups to mature business issues to clients throughout the region. Coddan provides clients with continuing business advisory services and has specialists who understand the pressures facing small businesses. Experienced business consultants ensure clients get practical and adventitious advice with regard to the UK company formation, creation of the UK LLPs, and establishment of the UK trusts.
Coddan' team supplies a wide variety of hands on business help that is personalised to your requirements and extremely useful. Our services are earmarked to meet the needs of UK and overseas business entrepreneurs, with a solid reputation in delivering bespoke solutions to small and medium-size businesses there is no better team of advisers to have on your side.
Our organisation specialises in the intricate field of limited liability partnership's formation, incorporation of business structures and their management in Europe and eighteen offshore countries. Furthermore, our consultants are competent to advice how to select the best type of business for incorporation, and register your general trading, subsidiary or holding company. Our local advisors, lawyers and accountants are the best in their field, carefully selected for their professional ability, reliability, and integrity. Therefore, there is no need for you to spend hour after hour mastering the main regulating law, scaling bulk of paperwork or trying to recruit people that you can trust - we have already done that for you!
Coddan is a professional LLP incorporation provider, which has been servicing the UK and international community with a diverse range of top quality of domestic and offshore corporate structures incorporation and management services for many years. We incorporate companies, partnerships, joint-venture entities, and foundations throughout the UK, Ireland, United States of America, and many offshore locations. We provide the first-rate business support services (corporate and private bank accounts, business and tax planning, reviewing and updating company' constitutional documents, preparation minutes of meetings and directors or/and shareholders resolutions, etc.).
We do not hide any LLP registration fees from our consumers, because price transparency is essential to us. Our service' fees and business filings fees are provided to our customers upfront. Our online filing makes the ordering and incorporating LLP processes easy and convenient, Coddan is an industry leader in online business incorporation and documents processing. With our passion for service and client success, we strive to make Coddan the preferred choice of the small business start-up and new business formation facilities market. We are able to offer a full range of business registration services to business starters or existent business owners; we can undertake most types of corporate management related work.
Call us and speak with one of our knowledgeable advisor. There is no cost or obligation, let us help you to start a new business. We will be pleased to discuss your plans, requirements and suggestions, and to help you understand how the incorporation process works.
Professionals answer our phone lines during business hours, not an answering machine. We appreciate the value of your time and understand that the real person cannot be replaced by a contemporary technology. This is especially true when it comes to make an important business decision and where interaction and multiple views are essential. When you call to request an appointment with our advisors, the receptionist will ask you series of questions to qualify the appointment. We are continually enhancing our services to better assist our clients and meet their needs.
Initial contact and dialogue may be by e-mail. At some point in the dialog, it may be decided that telephone or office consultation will be beneficial. To apply for a consultation, please complete an online questionnaire below, we will then arrange a private consultation with one of our consultants. An initial consultation with a private consultant costs between £100.00 and £125.00, please note that our senior advisors charge £150.00 and £175.00 per hour. If an applicant subsequently joins the tailor-made premier service, the cost of the consultation is included in the price of the package. If you prefer not to complete our online questionnaire, you can submit your inquiry by e-mail to consultations@ukincorp.co.uk, with the subject: "Online Inquiry" or by post: Attn: Coddan CPM LTD, Corporate Division, 124 Baker Street, London, W1U 6TY, or by fax: + 44 (0) 207.504.3531. Upon receiving the information, you will be contacted by one of the business consultant to discuss your situation.
LLP Registration Online: Free Limited Liability Partnership Name Check System
Before attempting to register or to form your LLP, it is important that you check if the proposed name for your business entity is available for the registration. In the event that the proposed name is unavailable - or too similar to an existing LLP or a company, you will not be able to incorporate a limited liability partnership with that name. Instead, you will need to provide an alternative limited liability partnership name for the further name check. Sometimes, it is possible to incorporate an LLP with an alternative corporate name, with the inclusion of another word, for example: 'My Business LLP' may be too similar to another company or identical to it; but the 'My Business London Limited' may make it acceptable.
Sensitive words may hinder your limited liability partnership name formation from being processed (a list of sensitive words can be found on our website). In the event that your proposed LLP name contains a sensitive word, you will have to pay an additional administrative fee to have it included and in some cases, you will have to provide proof that you are eligible to register an LLP of a certain nature.
LLP Starting-Up in Business in the UK: We Can Make a Difference!
Our electronic LLP registration software has been approved by Registrar of Companies, and our prices include all Companies Registry' fees and legal required documentation. Our LLP formation and registration (other types of firms, businesses, enterprises, partnerships, corporations and international business companies, and limited liability companies) system have been fully updated and are in compliance with the Companies Act 2006, please be assured that you can incorporate through us with the confidence. Coddan CPM LTD is the London based, favourite and most successful formation agent offer a quick, flexible and price reasonable creation of different types of business entities in England, Wales, Scotland, and Northern Ireland; and in the Republic of Ireland.
Coddan consultants are fluent in English, Italian, French and Russian, Spanish, are culturally and professionally competent and possess years of experience within the business administration and formation of new business entities and organisations. We are continually enhancing our own products and services to better serve our clients. We offer services in all areas of start-up a business; our solutions are totally coordinated and aligned with all pieces involved in the business start-up and administration. This means refining and expanding the range of strategic communications capabilities, areas of expertise, proven methodologies and innovative tools and packages we offer.
With Coddan, it is now possible to form a limited liability partnership, file annual returns, file appointments and resignations of officers without any paper and all within a day! Coddan eliminates the need for paper, signatures, and all the usual administration and time that in the past made forming a limited liability partnership or filing an annual return a hassle.
We provide a fully comprehensive service from helping you understand how business is conducted in the United Kingdom, to a range of project management services, tax-planning, tax-optimisation and other relevant advice. Our team of certified accountants can help you with: -
Advice on restructuring and reorganisation, minimising tax relief on major expenditure;
Minimising of income and capital gains tax;
Reducing or defer your tax bills;
Profit extraction alternatives;
Share based incentives;
Dealing with cross-border tax issues.
LLP & Annual Return
Every LLP must deliver an annual return to Companies House within 28 days of its made-up date. An LLP’s designated members are responsible for ensuring that: they deliver the annual return to Companies House; and it gives a true picture of the LLP at the made-up date. If you do not deliver an annual return, the registrar may assume that your LLP is no longer in business or operation and take steps to strike it off the register.
We also advise for different types of corporate and business structures including limited liability partnerships (LLP's), which are the fastest growing type of legal entities being incorporated in the United Kingdom. At Coddan, we do not just tell you the legal requirements how to be registered as an LLP: we provide complex solutions. We offer free of charge and with no obligation consultations over the phone or by e-mail. This free introduction will not include specific financial planning advice or a statement of advice, but it will help you decide whether the services we offer are right for your needs. Please note, this free consultation does not include tax and accounting services. We provide services on a nationwide basis and we are happy to advise clients by post, phone, fax, and e-mail.
Our online order forms will allow us to register your LLP as quickly as possible. If you would like a personal face-to-face consultation and dedicated help with your LLP formation at an additional charge, call us on +44 (0) 207.935.5171, or 0800.081.1510. Once you reach the end of the form, you may choose whether you wish to purchase. One of our business consultants will contact you in order review the information you submitted and personally answer your questions. Once everything is confirmed, we will proceed to prepare your formation documents and file the corporate documents with the Companies House.
Old, Aged, Off-The-Shelf LLPs and Ready Made Limited Liability Partnerships For Sale
A ready-made LLP is a limited liability partnership that has already been incorporated as a general commercial partnership and is ready to start trading immediately. A shelf limited liability partnership, also called an aged LLP, is a partnership that has had no business activity. It was created and put on our "shelf to age". This limited liability partnership is then later usually sold to someone who would prefer to have an aged firm rather than a new one.
Our readymade off-the-shelf limited liability partnerships come with the widely drawn partnership agreement, and a certificate of registration. Our shelf LLPs are currently registered with a nominee members, and with a registered office address. We can re-register a shelf LLP with the details of your own members and registered office address free of charge; or, if you prefer, we can continue to provide our nominee, and registered office address services for the ready-made limited liability partnership at an additional fixed annual charge.
Readymade LLPs are always more expensive than the newly registered business legal entities. In some cases, an off-the-shelf, or a ready-made LLP's price can be several times higher than the price of a recently registered LLP. This is because each year that an LLP needs to file annual returns, annual accounts and pays all necessary existence fees.
Some people might think that the ready-made limited liability partnerships are used much less now then in the past, because an electronic registration allows a new partnership to be registered within few hours. A readymade firm will be beneficial if an already registered LLP is required immediately, for instance if a partnership registration number is needed straightaway in order to sign a key or critical agreement or a contract. Based on our observations, here are some common reasons for buying an already established shelf LLP include: -
To save the time involved in taking the steps to create a new entity;
To gain the opportunity to bid on contracts;
Some countries require that an overseas business entity needs to be in business for certain years, before to establish a foreign branch, subsidiary or representative office;
To establish a reputable history for your business;
To create an appearance of corporate longevity, which may boost the confidence and coolness;
To gain an access to investment and leases, some companies provides leases only to businesses one year old or more;
A number of consortia "produce" and established LLPs, promoting the fact that the new buyer can at the same time have a firm with a long history, and yet have complete control over the establishment of the LLP's board of members profile.
We have many English, Scottish, Northern Irish, American (Delaware, Nevada, New York, Florida etc.), and offshore ready for sale aged limited liability partnerships, which are ready to start trade, and can be transferred to you within a few days. Readymade LLPs are currently registered with nominee members, and a registered office address. We can register the details of your own members (partners), and registered office address free of charge, or, if you prefer, we can continue to provide our nominee members, and registered office address services for a shelf LLP at an additional annual fee. Our already established LLPs are guaranteed to be clear of any debts or liabilities.
When you are buying a ready-made LLP from us, you will receive the following documents: -
A laminated certificate of registration;
A hard bound copy of the partnership agreement;
The minutes of the first members' meeting;
A special members' resolution, membership certificates, and membership transfer documents;
A completed members' register; and the non-trading certificate.
All annual governmental fees, relevant returns, and annual accounts duly paid up and filed until the next anniversary day of incorporation. Owners of the readymade limited liability partnerships are strongly advised to pay renewal fees in a timely manner to avoid penalties and/or being struck off the register. In case of renewal fees non-payment, the partnerships continuing their commercial operations and/or bank relations violate the basics of international business ethical and legal principles, and their officers and beneficiaries could face litigation and potential losses.
Opening UK or an Offshore Bank Account for Behalf of Limited Liability Partnership: Bank Introduction Services for the UK Registered LLPs
Coddan offers bank introductions to all of the major UK banks, including HSBC, Barclays, NatWest, Lloyds, Bank of Ireland. We can also provide introductions to local branches of foreign banks, such as Bank of Cyprus, Banif (Portugal), Barclays International, BPI Bank (Portugal), and Islamic Bank of Britain.
The cost of our bank introduction service depends on the types of services that your LLP requires from the bank, and upon the particular bank that you wish to use. Coddan has worked hard to build excellent professional relationships with banks in order to provide a full range of bank introduction services to our clients (we have a number of signed contracts between us and UK-based banks, which allow us to offer a bank accounts opening introduction services).
We are committed to maintaining these relationships, and for this reason we must be satisfied that your UK or offshore registered LLP plans to act in an exemplary manner with respect to bookkeeping, and the filing of annual returns and reports, before we will agree to provide these services.
To open a bank account you will need to provide with certain information including: -
Your name, contact and living details;
Your current company or partnership details;
Details of any bank accounts you already have;
Details of your income and outgoings;
Apostilled set of your partnership documents.
If your application is successful, your bank account will be opened, your debit and credit cards will be sent to you, and your bank provides you with details of the account benefits and how to easily operate your account.
Being the authorised agent, we are charging our UK-resident customers only £50.00 for the bank introduction service, and from £300.00 our non-UK based clients. Using us is a little bit expensive, but at the same time, you will have the real advisor, who will help you to choose the bank, which suits your business needs. Our introduction fee also covers an initial consultation and an appointment with the bank officer who will be able to open a business checking account for your UK or offshore registered LLP within one business day.
At Coddan, our aim is to make the whole process as quick and painless as possible. Through our knowledge of local banking regulations and our relationships with major banking groups, we help our clients to cut through the red tape and progress as quickly as possible. Generally, bank account operating manager(s), who can be a limited liability partnership member(s), or an authorised person (manager) with a valid power of attorney, requires visiting the bank in person to certify bank accounts forms and mandates.
It is, however, possible to open some types of bank accounts by distance, without the need of personally visiting the bank. This is not our common practice, we are understandably reticent to provide distance banking introductions unless we are completely satisfied that your company plans to meet all of its tax and reporting responsibilities, and to adhere to all relevant UK regulations. In addition, you will need to supply us with a convincing argument for your inability to travel to London to open a bank account in person. It should be noted that bank introduction process is subject to the additional approval from the bank and its Commercial Team and unfortunately, Coddan cannot guarantee opening account as final decision is made by the bank according to their internal policies.
Limited liability partnerships that plan to remain dormant will not be offered any bank introduction services by Coddan, as there are no valid reasons for a dormant LLP to open and operate a business bank account. For more information e-mail us or call: 0800.081.1510 or +44 (0) 207.935.5171, or send a fax: +44 (0) 207.504.3531.
Running a British LLP: Annual Limited Liability Partnership Service Renewal
We follow up the due time for LLPs and we will contact you approximately one month before the next anniversary of your partnership. Coddan will send you a renewal notice a month before these services are due to expire, asking you if you would like these services to be renewed. As soon as we received your payment, we will take care of all necessary renewal formalities for behalf of your LLP. If it will be needed and required (by your bank or any other government authority), we may obtain a certificate of good standing or incumbency certificate as well.
If you do wish to continue receiving services you will be invoiced (preparation and filling of an annual return or annual accounts, nominee services, etc.), our invoice must be paid in full before the anniversary of your LLP registration. If you do not wish to continue receiving any kind of support or service from Coddan, you must notify us immediately and lodge the official changes of your partnership details with Companies House before the anniversary of the incorporation of your limited liability partnership.
If you do not respond to our renewal notice, or pay the renewal fees before the anniversary of the formation of your LLP, we will withdraw these services and inform Companies House that we have done so. Because these services are very often subscribed to in order to comply with statutory requirements, their non-renewal may cause some very serious consequences for your LLP: partnerships, which do not meet the statutory requirements, may be fined, dissolved, or even placed into administrative liquidation and have their bank accounts frozen and their property and assets confiscated.
So long as an LLP is registered, the beneficial owners, and members of that partnership will be liable for all fines and penalties imposed for the non-compliance of the statutory requirements, e.g. not having the minimum number of officers, not filing annual returns and reports, not having a valid registered office address, a partnership will not be permitted to be dissolved if there are any unpaid fines or penalties.
Companies House will direct solicitors to bring a suit against the beneficial owners and members of any partnership that does not pay the penalties or fines imposed by Companies House. If the suit goes to court, LLP property and assets may be confiscated as part of a judgement against the LLP. The Secretary of State has to decide whether it is in the public interest to seek a disqualification order against members. Examples of the most commonly reported conduct are: -
Continuing the LLP's trading when the limited liability partnership was insolvent;
Failing to keep proper accounting records;
Failing to prepare and file accounts or make returns to Companies House and
Failing to send in returns or pay to the Crown any tax that is due.
In the event that you no longer wish to maintain your partnership to a level which complies with the statutory requirements, you must formally file for the dissolution of your LLP at Companies House.
LLP & Accounting Records
An LLP must keep its accounting records at its registered office address or a place that the members think suitable. The records must be open to inspection by the LLP members at all times. If the LLP holds the records at a place outside of the UK, it must send accounts and returns with details of the business dealt with in the accounting records at least every six months and keep them in the UK. An LLP must keep its accounting records for 3 years from the date they were made.
If your LLP has been dissolved by Companies House, and there are assets or monies in the partnership's name, you will need to take the prompt action to have the LLP restored to the Register. On dissolution of the LLP, any assets remaining in its name passed to the Crown. Therefore the company's members must not attempt to use any of its assets e.g. a partnership bank account.
Some unprofessional advisors may suggest you to register a new LLP with the same name and the same registered office address to avoid the restoration process. Such sort of advice is incompetent and cannot be taken upon your consideration, because the formation of a new UK limited liability partnership with the same name as the struck off or dissolved LLP is not an alternative to restoration of a partnership to the Companies Register. It will be a different LLP, a new partnership formation is exactly that a new partnership registration, and the assets of the previously dissolved partnership will remain beyond your reach unless the proper procedures are followed for restoration to the Register at Companies House.
In addition to penalties and fines imposed by Companies House for late or unfilled annual reports, HM Revenue and Customs service levies fines and penalties if a partnership's annual returns are not submitted on time. Returns must be filed and all penalties paid regardless of the status of your LLP. If you close your partnership, you will still be liable to pay any outstanding tax, fees, and penalties to HM Revenue and Customs office. For more information send us an e-mail or make a call: 0800 081.1510 or +44 (0) 207.935.5171.
Simple and Quick LLP Formation and LLP Registration in the United Kingdom. Create LLP from 32.00 pounds.
The limited liability partnership is a relatively new type of entity form available in the United Kingdom. Its introduction filled a gap in the range of entity types available in the United Kingdom by providing a structure which is as flexible as a partnership while offering limited liability to its members. Although a distinct legal entity, a limited liability partnership is not subject to any corporate income tax, rather, partnership profits are distributed to its members, according to a pre-arranged formula codified in the partnership agreement, who pay personal income tax on their income from the partnership.
A limited liability partnership is a legal entity form offered in the United Kingdom which limits the liability of its owners and members. This form of business entity is roughly equivalent to a hybrid between a partnership and a limited company, operating under a combination of partnership and company law. A limited partnership formed in the United Kingdom overcomes two perennial problems associated with traditional partnerships whose liability is not limited: mutual agency of a partnership leading to joint and severable liability between the partners and, unlimited liability of individual partners exposing their own wealth and personal assets to the same risks borne by the partnership's assets.
Instead of issuing shares to raise funds, the members of a limited liability partnership are its investors and are issued interest certificates which reflect the amount of their investment in the partnership. The members run and own the partnership, the amount of income that they will earn, and the extent of their powers, are contingent upon the percentage of their ownership, and are codified in the partnership agreement. The limited liability partnership itself is not subject to any corporate income tax in the United Kingdom; instead, the profits are distributed to the members who pay personal income tax on their income from the partnership. The members are also liable to make national insurance contributions and are subject to capital gains taxation.
The management of a limited liability partnership will generally be conducted by the designated members, who can be viewed as being akin to directors. Two or more members must be designated members, who have a statutory responsibility for certain tasks including reporting obligations. The designated members may be to subject to fines in the event of their failure to undertake these duties. Unless the registrar is advised, which members are designated members, all members of the limited liability partnership will be deemed to be designated members.
Create an LLP: the Main Characteristics of a UK Limited Liability Partnership
The main characteristics of a limited liability partnership in the United Kingdom are as follows: -
There must be, at minimum, two members;
At minimum, two of the members must be designated members;
A registered office address in the United Kingdom is required;
The names of the members of a limited liability partnership are available on the public record;
Accounting records must be maintained;
Annual accounts and returns must be submitted to the registrar;
Although itself not subject to taxation, a limited liability partnership must file an annual informational tax return;
A limited liability partnership must be a commercial venture operating for profit.
Register an LLP: the Benefits and Advantages of a Limited Liability Partnership
The main advantages of a limited liability partnership are as follows: -
All of the members enjoy limited liability;
The liability of the members is limited to the amount of their investment in the partnership;
Unlike a company which may only trade within the objects stated in its memorandum of association, a limited liability partnership has unlimited capacity;
A limited liability partnership provides for a more flexible management structure;
A limited liability partnership is transparent for tax purposes and will be taxed in a similar way to a partnership, with members being taxed individually on their share of the limited liability partnership's income or gains.
Setting-Up an LLP: an Overview of Limited Liability Partnerships
The limited liability partnership is a separate legal entity with unlimited capacity which means that it can do anything that a natural person could do. It has the ability to enter into contracts and hold property, and will continue its existence in regardless of any change in membership. While in law a limited liability partnership is separate from its members, its members may be liable to contribute to its assets if it is wound up; the extent of that potential liability is as specified in the regulations under the Act (Section 1 (4)). The limited liability partnership's existence as a separate legal entity makes it more closely akin to a company than to a partnership (except insofar as the internal relations are governed by agreement between the members). The Act therefore draws on the principles embodied in the companies' legislation.
As a limited liability partnership is a body corporate, Partnership Law will not in general apply to a limited liability partnership. Elements of Partnership Law may, however, be applied to limited liability partnerships by regulations (Section 15 (c)); such regulations will apply in the absence of agreement as to any matter concerning the mutual obligations of limited liability partnership members, or limited liability partnership members and the limited liability partnership (Section 5 (l) (b)). Care is needed when a limited liability partnership is established that the members (who enjoy limited liability behind the limited liability partnership) do not establish relationships between themselves which would amount to a partnership (under the Partnership Act 1890) in effect running in parallel to the limited liability partnership. Clearly, any such parallel partnership would not enjoy limited liability.
In any dealings with third parties, it should be made clear that the only contracting party is the limited liability partnership. The members should avoid in any documentation between themselves any suggestion that there are any mutual agency relations between members; a member's only agency relationship should be as an agent for the limited liability partnership. Some advisers consider that, to avoid problems in this area, the use of the term "partner" to describe members should be avoided, and that use of the words "the partnership" or "the firm" to describe the limited liability partnership should similarly be avoided.
The limited liability partnership's existence as a corporate entity means that the effect of the general law is different from its effect on a partnership. For example, a third party will usually contract with the limited liability partnership itself rather than with an individual member of the limited liability partnership, whereas, in general, a partner contracts as principal and on behalf of the other partners. Should a partner be negligent in work carried out for a client, there will generally be two possible causes of action against that partner: contract and tort. However, because the limited liability partnership will be a separate legal entity with which the client has contracted, only one action (the tort action) is potentially available against the member.
As regards the management of the internal affairs of the limited liability partnership, the position is similar to that applicable to partnerships. Members will not be obliged to enter into a formal agreement among themselves and, if an agreement is entered into, there will be no obligation to publish it. As in the case of partnerships, however, there will, in general, be clear advantages in having a formal written agreement between members to regulate the affairs of the undertaking and to avoid disputes between the members. The formal procedures needed to establish a limited liability partnership, including the need for an application to the Registrar, are likely to encourage the members to set up a formal arrangement before the limited liability partnership commences business.
The regulations do, however, include default provisions governing the relationship between the members, which apply where no agreement exists, or where the agreement does not include provision to deal with a particular issue. The profits of the business of a limited liability partnership are taxed as if the business were carried on by partners in partnership, rather than by a body corporate. This is intended to ensure that the commercial choice between using a limited liability partnership or a partnership is a tax neutral one.
Limited liability partnerships will be subject to the same taxation regime as current partnerships and will still be able to regulate their internal constitution by a confidential partnership agreement. However, the limited liability partnership will constitute a separate legal person and third parties will contract with the limited liability partnership rather than with individual partners. Although partners will be liable for their own acts, they will not be liable for the acts of their fellow partners, for which the limited liability partnership as a whole shall be liable. We are not in a position to advise on all the US tax consequences of a UK limited liability partnership, but it is clear that the US views the limited liability partnership as a corporate vehicle for US tax purposes so giving the limited liability partnership entirely different UK tax and US tax treatments.
For example, a US group investing in the UK and having part of its group in the UK, may find the limited liability partnership is able to benefit from the favourable UK tax treatment touched on above whilst ensuring, for US purposes, that certain UK profits would not be taxed in the US until the limited liability partnership distributes those profits to the US entities in the group.
While the US and UK tax advantages of the limited liability partnership very much depend on the particular circumstances of the relevant corporate group, the limited liability partnership is unique amongst UK vehicles in having such a split UK and US tax treatment, and should be considered carefully for any group restructuring.
Incorporate and Register an LLP: the Difference Between Members and Designated Members
When a limited liability partnership is formed, the members are the people named on the incorporation document; these are the owners and investors of the business. The mutual rights and duties of the members of a limited liability partnership are governed by the limited liability partnership agreement or by law.
Every member is the agent of the limited liability partnership and the partnership is bound by anything done by a member on its behalf, unless the member had no authority to act in that capacity on behalf of the limited liability partnership, or if the person with whom the member is dealing knows that the member had no authority to act or had no knowledge of his or her membership of the limited liability partnership.
Designated members have the same rights and duties towards the limited liability partnership as any other member; however, the law also places extra responsibilities on designated members. In particular, designated members are responsible for: -
Appointing an auditor;
Signing the accounts on behalf of the members;
Delivering the accounts to the registrar;
Notifying the registrar of any membership changes, changes to the registered office address, or changes of the name of the limited liability partnership;
Preparing, signing, and submitting an annual return;
Acting on behalf of the limited liability partnership if it is wound up and dissolved.
Designated members are accountable in law for failing to carry out these legal responsibilities.
Disclosure of LLP Name and Other Specified Information (Trading Disclosures)
Regulations made under the Companies Act 2006 require an LLP to display its name at its registered office and other places of business, on business documents and on websites. The purpose of the regulations is that the legal identity of every LLP should be revealed to anyone who have, or may wish to have, dealings with it.
The requirements are included in 'The Companies (Trading Disclosures) Regulations (Statutory Instrument 2008/495) and The Companies (Trading Disclosures) (Amendment) Regulations 2009 (SI No. 218)
Every LLP, unless it has at all times been dormant since incorporation, must display a sign with its registered name at: -
Its registered office;
Any inspection place; and
At any location at which it carries on business (unless it is primarily used for living accommodation) or if the LLP's activities are likely to attract violent objections.
It must also include its registered name in all business communications (hard copy and electronic).
You must display a sign with your LLP name: -
In characters that can be read with the naked eye;
In such a way that visitors to that office, place or location may easily see it at any time; and
Continuously, but if the location is shared by six or more LLPs, each such LLP is only required to display its registered name for at least fifteen continuous seconds at least once in every three minutes.
You must include your LLP's registered name in all forms of business communications and documents whether in hard copy or electronic including: -
Business letters, notices and other official publications;
Business emails;
Bills of exchange, promissory notes, endorsements and order forms;
Cheques purporting to be signed by or on behalf of the LLP;
Orders for money, goods or services purporting to be signed by or on behalf of the LLP;
Bills of parcels, invoices and other demands for payment, receipts and letters of credit; and
All other forms of business correspondence and documentation.
Our Service
We offer a service whereby we supply a prestigious address for you to use as your LLP's registered office address and we forward your LLP's official mail to you. This service is particularly useful for small businesses, such as those being run from home, or from an overseas country, who would like a separate, prestigious registered office address to be displayed on the public record. The provision of a registered office address is fully complying with the Companies Act 2008 and the Companies (Trading Disclosures) Regulations 2008-09.
Every LLP must disclose its registered name on its websites and on any part of a website relating to it which it has authorised. You do not need to include the LLP name on every page but it must be displayed so it can be easily read.
Ending an LLP: Winding-Up or Bankruptcy of a Member of an LLP
If a member of an LLP is wound-up or made bankrupt, he/she may not interfere in the management or administration of any business or affairs of the LLP. This prohibition extends to the liquidator or trustee in bankruptcy. There is no such restriction on members entering into a voluntary arrangement or, in the case of corporate members, insolvency proceedings other than winding up. If such a voluntary arrangement or other non-winding up scheme is to succeed it is vital that there be no restriction on continuing to act as a member in such circumstances - particularly as such arrangements often need to be combined with arrangements for the LLP itself.
In the event of the liquidation or bankruptcy of a member of an LLP, the official receiver should seek to realise that member's interest in the business. The partnership agreement may set out the terms under which an insolvent member's interest can be transferred. Alternatively, the official receiver (or his/her agents) may be able to negotiate a sale to a third party introduced by the solvent members, or to the solvent members themselves. In all cases, the official receiver should seek an independent valuation of the LLP (at the purchaser's expense) to ensure that any sale is at a market value.
Dissolving an LLP: LLP Insolvency
A partnership works best where the members are well known to, and work closely with, each other and can, therefore, limit their exposure to liability by taking active control over the affairs of the business. Increasingly today, partnerships (particularly those of professional businesses) are growing beyond the size over which an individual can exercise any effective control of the actions of other individual members, leaving him/her open to personal liability arising from the negligence of another member of the partnership.
To deal with this situation, the Limited Liability Partnerships Act 2000 created a new legal entity known as an LLP. An LLP can be incorporated by two or more persons who wish to go into business together, and gives the benefits of the organisational flexibility and tax efficient treatment of a partnership with the limited liability aspects of a limited company. Similar to a limited company, an LLP has a legal identity separate to that of its members, but there is no distinction between the owners and managers (such as the distinction between shareholders and directors in a limited company).
In essence, it should be noted that the legal treatment (particularly in relation to insolvency proceedings) of an LLP is very closely akin to that of a limited company.
The LLR 2001 applied, with modification, the corporate insolvency parts of the Insolvency Act 1986 to LLPs. Essentially, the modifications were to accommodate the differences between the internal structure of a company and that of an LLP - in that an LLP is owned and managed by the members, in a style agreed by them (including decisions relating to the entering of formal insolvency proceedings), whereas a company's internal structure is prescribed by statute.
There are two provisions unique to LLPs which represent a significant departure from the company position. These are to provide for a member to be required to return property to the partnership in certain circumstances, and to allow for the possibility of making past or present members liable to contribute to the assets of the LLP on winding up.
Generally, the official receiver has the same responsibilities and duties in respect of an LLP subject to a compulsory winding-up order as he/she has for a company in the same position.
On the making of a winding-up order the official receiver becomes liquidator of the LLP and has a duty to investigate the affairs of the LLP. The official receiver may require designated members, or other persons, to prepare and submit a statement of affairs. In practice, the official receiver will usually make an appointment for a designated member to attend for interview and arrange for the completion of the questionnaire.
Companies House holds much the same information on an LLP and its members, as it does for companies and their officers. An LLP is identifiable by a unique registration number. This is the equivalent of a company registration (CRO) number, but will have the appendage "LLP" to identify the different status.
Companies House will not have a copy of the LLP's partnership agreement and, therefore, this should be obtained from the members of the LLP. Ideally, this will be obtained prior to the preliminary interview with the member(s) of the LLP as it will provide important information setting out where management responsibility lies in the LLP, and may contain an agreement by members to contribute to the assets of the partnership in the event of winding-up. The standard initial letter to the designated member(s) makes the request that the partnership agreement is delivered to the official receiver.
In the event of the limited liability partnership becoming insolvent, members can be required to repay profits (with interest) and other property which has been withdrawn from the limited liability partnership within the preceding two years. Such repayment can only be sought if the member knew, or ought to have realised, that there was no real prospect of the limited liability partnership avoiding insolvent liquidation. This test encompasses a subjective and an objective test element and has regard to the member's actual knowledge and belief, and the knowledge and belief which would be expected of a similar person carrying on the same function of that member.
Operating by an LLP: Personal Fault
If an individual member is purported to have been negligent, it may be possible to bring a civil negligence action against that individual. However, the courts have indicated that they would have regard to whether the allegedly negligent advice was given in a personal capacity or whether the limited liability partnership assumed responsibility for the advice.
Changes to the Accounting and Auditing Requirements for Limited Liability Partnerships in the United Kingdom
Recent changes to the accounting and auditing requirements in the Companies Act have now been reflected in the above regulations, and will affect limited liability partnerships from financial years beginning on or after 1 January 2005. This is a brief summary of those changes.
All limited liability partnerships will have the option of preparing their individual accounts using International Accounting Standards (IAS) rather than UK GAAP, and will also have the option of preparing their consolidated accounts using IAS. Limited liability partnerships that continue to prepare their accounts using UK GAAP will have a new accounting option to use fair value accounting for financial instruments, investment property and/or living plants and animals.
For limited liability partnerships that continue to prepare their accounts using UK GAAP, there are changes to the requirements in the following areas: how items must be presented in the balance sheet and profit and loss account, and disclosure of information on derivatives.
For limited liability partnerships that have overseas interests, the current automatic three-month extension for laying and delivering accounts is repealed. For parent limited liability partnerships, there are changes to the requirements and options on consolidation. For limited liability partnerships that have their accounts audited, there are new requirements concerning the audit report. A number of amendments have also been made in line with the package of reforms to corporate insolvency introduced by the Enterprise Act 2002. These are aimed at encouraging the rescue of viable businesses that get into financial difficulty.
Doing Business Using an LLP: Administration of a Limited Liability Partnership
UK limited liability comes at a price: the limited liability partnership's annual accounts are in the public domain. Limited liability partnerships have to provide financial information to Companies House and have to file audited annual accounts which are similar to those of a limited company. The name and profit share of the highest paid member must be included within the filed accounts. Similar to a conventional partnership arrangement, the agreement between members of a limited liability partnership remains private. This is in contrast to the articles of association of a limited company which must be filed at Companies House and are on the public record. The management of a limited liability partnership and the relationship between the partners is more flexible than that of a limited company: whereas a limited company incorporates the statutory management controls imposed by the Companies Acts and other legislation, a limited liability partnership can be managed in almost any way that the members wish.
Limited liability partnerships and their members are not covered by partnership law (implied by statute and common law) as its applicability is expressly excluded by the limited liability partnership Act 2000. This means that a limited liability partnership agreement will usually be longer than a similar conventional partnership agreement because it must cover matters which may otherwise be incorporated into the agreement by statute or common law. It is possible for a limited liability partnership to exist without any written agreement as the limited liability partnership Act 2000 will impart very rudimentary provisions into the arrangement. However, these minimum provisions will be unsatisfactory for most businesses.
Stamp Duty Relief on Conversion
A partnership which converts to a limited liability partnership will be eligible for stamp duty relief on property which is transferred within the first twelve months of incorporation provided that all of the partners in the existing partnership convert to the limited liability partnership, and that the interest of the original partners in the partnership property is the same under the limited liability partnership as under the pre-limited liability partnership.
Relevance to Private Equity Structures
In a typical limited liability partnership fund structure, a company will be the general partner of the limited liability partnership fund, which will contract to receive management supplies from a management company. For the reasons set out below, private equity and venture capital houses, (especially smaller, independent houses), should consider whether it might be more tax efficient to use a limited liability partnership instead of a company to carry out the management function, by transferring the management role of existing or new funds from the management company to a new limited liability partnership. Executives would be members of the limited liability partnership, instead of being employed by the management company. As the liability of members of a limited liability partnership is limited, any additional liability risks for executives will generally be manageable.
UK Limited Liability Partnership Tax Transparency
The fees earned by the management limited liability partnership will accrue directly to its members, in the same way as they would in an ordinary partnership. That compares to a management company, which pays tax on its profits. However, a limited liability partnership cannot be in a group with other companies for the purposes of loss relief and capital gains tax so that, for example, excess management expenses of a corporate general partner cannot be surrendered to it.
UK Limited Liability Partnerships and National Insurance
The national insurance position of members of a limited liability partnership is the same as that of partners in an ordinary partnership. The members themselves will pay class two and four national insurance contributions which will amount to approximately £2,200 a year, together with the 1% surcharge on profits introduced in 2003.
As the members of a limited liability partnership are, strictly speaking, self-employed, there will be no obligation on the limited liability partnership to pay employer's national insurance contributions on such amounts, only on the amounts of the payments to employees of the limited liability partnership. A company would have to pay national insurance contributions at the rate of 12.8% on the value of the employees' salary/benefits.
LLP Information & Guidance: Restricted Securities Regime
Schedule 22 of the Finance Act 2003 (now incorporated in Part 7 of ITEPA), introduced sweeping changes to the tax treatment of securities and interests in securities acquired by reason of employment. Where any such securities or interests in securities are acquired on or after 16 April 2003, and where any condition or restriction applies which would or could reduce the market value of those securities, they will fall within the new regime. When the restrictions fall away, or when the securities are sold, an income tax charge will arise based on market value, with a proportionate deduction depending on what the employee paid (if anything) to acquire the securities. There could also be PAYE and national insurance liabilities.
This regime raises problems both for the management company structure and for a structure using a limited liability partnership. Normally, the executives would be employees of the management company. If they are also awarded shares in the company, such shares would almost certainly be employment related securities and may fall within the restricted securities regime. However it will not be in every case that shares will be awarded to the executives, and it may now be sensible, taking other commercial considerations into account, not to award shares. The new regime also creates two potential problems for members of a limited liability partnership. First, the term "securities" is extremely widely defined and includes units in a collective investment scheme, which term is also given a broad definition.
It is potentially wide enough to cover any partnership but it has been indicated that it would not cover one that is trading. Although the limited liability partnership may be carrying on a trading activity (for example, as manager of a fund), if it has a significant investment, (and this could include its shareholding in the general partner company), this could bring it within the collective investment scheme definition and therefore interests in it would be "securities" for the purposes of the legislation.
Secondly, "employment" is also widely defined, including both former and prospective employments. Therefore, if a group of existing employees operating through a management company re-forms and creates a limited liability partnership, they will probably acquire an employment related security (their interest in the limited liability partnership) by virtue of a former employment. Similarly, if a new joiner becomes a member of a limited liability partnership and at the same time it is expected that he will join the board of an investee company, he may acquire his limited liability partnership interest in connection with that prospective "employment" (a non-executive directorship counts as "employment" for these purposes).
It is possible to make an election to be exempt from the restricted securities regime. If there is the slightest possibility that the limited liability partnership itself could be a collective investment scheme as described above, and if the former or prospective employment condition could apply, the founder members of the limited liability partnership should make such an election, before the limited liability partnership acquires an interest in the general partner company. Making such an election could give rise to an income tax liability on joining the limited liability partnership but that liability will not be significant if the limited liability partnership has no real value at that time.
Where executives are employed by, or are directors of, a management company, there will always be an "employment" and it will be more difficult to ensure that carried interest is not within the restricted securities regime, especially for those who join after the fund has been raised. The entitlement of a limited liability partnership member to receive carried interest would not normally be an employment related security. However, if the members' interest in the limited liability partnership itself is an employment related security as described above, and carried interest holders (members of the limited liability partnership) obtain carried interest through their limited liability partnership membership, the carried interest is also deemed to be obtained from employment.
Also, if any individual members of the limited liability partnership hold an office or employment with any company or other person connected with the limited liability partnership, for example, a general partner company or an investee company controlled by the fund, the opportunity for those limited liability partnership members to receive carried interest can be deemed to arise from that office or employment, and the result would be to bring the carried interest within the restricted securities regime. We do not believe that the new rules were intended to have this effect and discussions are taking place with the Inland Revenue to seek clarification.
It should be emphasised that an interest in a limited liability partnership will not in every case be regarded as an employment related security, and with careful structuring, this possibility can be avoided. Specific consideration should always be given to whether an election to be exempted from the regime should be made, in which case the possibility of adverse tax consequences is minimised, and the benefits of the limited liability partnership structure can apply without subjecting members to tax on deemed employment income.
Form a Limited Liability Partnerships (LLP): Personal Service Partnership Rules
The Inland Revenue impose income tax and national insurance charges in situations where an individual provides services through an intermediary LLP in circumstances where, in the absence of an intermediary, the individual would be an employee of the ultimate recipient of the services. The legislation itself seeks to apply the tax charges where "an individual personally performs, or is under an obligation personally to perform, services for the purposes of a business carried on by another person."
As the limited liability partnership, which will be separately regulated, is not providing the services of any particular individual performing the services, the Inland Revenue may accept that there will be no income tax or national insurance liabilities, because there is no intermediate entity to which the legislation could apply. However, careful structuring is required to ensure that the arrangement is not vulnerable to attack on these grounds.
Formation of Limited Liability Partnership: Flexibility for Changes of Partnership Interest
Using a limited liability partnership could give greater flexibility when changing the interests held by the members of the management entity. Where the entity is structured as a company, any award of shares or share options to a new executive joining as an employee could give rise to an income tax liability. If the management entity is a limited liability partnership, new joiners could immediately be given equity with no tax consequences, provided that the arrangement is structured in such a way that there is no possibility of the restricted securities regime applying.
A sale of shares in a management company could potentially give rise to a tax charge on capital gains, although business asset taper relief would apply to any disposal, with the maximum rate of taper (an effective tax rate of 10% for a higher rate taxpayer) applying after only two years' ownership. Sales of shares in a management company can be made tax-free by a trust established by non-residents or non-domiciliaries.
Sale of a Management Business where a Limited Liability Partnership is Used as a Management Vehicle
Business asset taper would of course also apply to a disposal of a partnership share in a trading limited liability partnership. However, on a disposal of the entire management business, there may not be any significant assets as the main asset would be the contract to manage the limited liability partnership. Gains made on the sale of a limited liability partnership interest by trusts set up by non-domiciliaries or non-residents as mentioned above will remain liable to capital gains tax because the trustees will be treated as carrying on a trade in the UK, but incorporation of the limited liability partnership prior to disposal of the business may improve the position.
British, Scottish and Irish LLP: Stamp Duty
The transfer of an interest in a limited liability partnership is liable to stamp duty at the relevant rate, that is, at 1%, 3% or 4%, depending on how much is paid for the transfer. Such interests are treated for stamp duty purposes as if they were interests in a general partnership, rather than as shares which would attract stamp duty of 0.5%.
Interest Relief
Where new partners take out a loan to join the limited liability partnership which has a trade, interest relief will be available.
When a limited liability partnership ceases to trade, the tax transparency also ceases so that the limited liability partnership will be subject to corporation tax on its chargeable gains when amounts are realized on final dissolution. Management limited liability partnerships set up to manage a particular fund which are not intended to be used for other future funds may therefore fall foul of this rule; however, it is difficult to see exactly what assets the limited liability partnership would have at that stage, as it is a service entity, rather than providing goods and therefore having stock in trade assets. Even then, the Inland Revenue have said that they will not take the point unless the limited liability partnership is being wound up for tax avoidance reasons, or the period of winding up is protracted.
The commencement of a voluntary winding up is the date on which the LLP determines. That it is to be wound up voluntarily. While there is no statutory rule to say that the determination must take place at a general meeting of members, it is likely that LLP Agreements will provide that any determination to wind up should be made at such a meeting. Following a determination to wind up, the designated members are required to notify the Registrar within 15 days and advertise the decision in the Gazette within 15 days.
In the case of a compulsory winding up where the LLP has not already been put into voluntary winding up, the procedure is deemed to commence at the time of the presentation to wind up. The statutory declaration of solvency to be made before entry into members voluntary winding-up is to be made by the designated members. It has to be made within the five-week period before the determination by the members that the LLP should be wound up.
LLP and Pensions
Members of a limited liability partnership will have to make their own personal pension arrangements out of their proportionate share in the limited liability partnership's profits. The maximum contribution which can be made is 17.5% of net relevant earnings up to £99,000. Older members (36 plus) will be in a slightly better position, as they can contribute between 20% and 40%, depending on age.
UK Limited Liability Partnerships and VAT Registration
Since a limited liability partnership is a body corporate, the limited liability partnership itself is the legal entity for VAT purposes. It can therefore be registered for VAT and, most importantly, in the typical limited liability partnership scenario, it can be VAT registered as a group with the general partner, provided that the control test is met, that is, either the limited liability partnership will have to have the general partner as its subsidiary, or the general partner would have to be a controlling partner in the limited liability partnership (it seems that the former scenario is much neater).
There are both advantages and disadvantages to adopting a limited liability partnership structure, and anyone considering whether to go down this route would need to analyse all the relevant factors by reference to their own individual circumstances. The decision will be a finely balanced one and will depend on a range of factors, including the extent to which the executives involved in management are to share in incentive arrangements. In many cases it will be advantageous to use a limited liability partnership as the management vehicle, because there will only be a risk that the restricted securities regime will apply if the structure falls into one of the specific traps, and it will generally be harder to avoid these traps using a management partnership structure. For more information on how we can help you with your VAT registration book an appointment or contact us today.
Background to the Limited Liability Partnership Act
The Limited Liability Partnerships Act 2000 came into force on 6 April 2001 (by virtue of Statutory Instrument no. 3316 of 2000). The main purpose of this new Act is to create a new form of legal entity, the limited liability partnership. A limited liability partnership combines the organisational flexibility and tax status of a partnership with limited liability for its members. This limited liability is made possible by the fact that a limited liability partnership is a legal person distinct from its constituent members.
The act empowers the government to apply the provisions of company law and insolvency law, with appropriate modifications, to limited liability partnerships. These powers have been used, through the issue of the Limited Liability Partnerships Regulations 2001, as the basis for much of the constitutional structure of limited liability partnerships and has enabled safeguards to be put in place for those dealing with limited liability partnerships. The safeguards include provision for the public disclosure of information about limited liability partnerships, particularly their finance, and provisions dealing with the situation if a limited liability partnership should become insolvent.
In general, the act has effect only in England, Wales and Scotland. In Great Britain, businesses are structured mainly as limited companies, partnerships or sole traders. Each of these is subject to different regulatory and tax regimes reflecting their organisation and ownership. The only option for many professional practices, in the past, has been to operate as partnerships, since either the general law or the rules of their professional body denied them the ability to incorporate. Accountancy firms have, for instance, only been permitted to incorporate since 1989. As such, professional practices were required to operate as partnerships, they were subject to the legal rules relating to the liability of partners.
The Partnership Act 1890 sets out special rules relating to the liability of partners to persons dealing with them: all partners are liable jointly, and in Scotland severally also, with their other partners for all the debts and obligations of the partnership incurred during their membership. All partners are jointly and severally liable for any loss or damage arising from the wrongful acts or omissions of any of their partners (as well as their own) arising in the ordinary course of the partnership's business or with the authority of the partners. When the members are liable jointly and severally for any loss or damage, this has the effect that an injured person may opt to sue one or more of the members separately or all of them together.
These arrangements were generally appropriate when all partnerships were small and the partners were of the same profession working closely with one another. However, unlimited liability for partners has become an increasing cause for concern in the light of a general increase in the incidence of litigation for professional negligence and in the size of claims, the growth in the size of partnerships (since in a very large partnership not all the partners will be personally known to one another), the increase in specialisation among partners and the coming together of different professions within a partnership, and the risk to a partner's personal assets when a claim exceeds the sum of the assets and insurance cover of the partnership. Although these concerns arise most acutely in very large professional partnerships they are relevant to partnerships generally.
The limited liability partnership goes some way towards addressing these concerns since its members benefit from limited liability, the limited liability partnership being a separate legal person. In general the limited liability partnership and not its members will be liable to third parties. Proposals that it should be possible in Great Britain to organise a business as a limited liability partnership emerged out of a review of the law of joint and several liability. In 1996 the DTI published a feasibility investigation of joint and several liability carried out by the Law Commission. The investigation focused mainly on the joint and several liabilities of professional defendants, seeking to ascertain whether there was an arguable case for replacing joint and several liabilities by, for example, a system whereby each defendant might be liable for only a proportionate share of the loss.
The DTI took the opportunity to consult on the distinct but related question or whether or not to amend the law in Great Britain to allow limited liability partnerships. This question was asked in the knowledge that the concept of limited liability partnerships was well known in some overseas jurisdictions, particularly the US. Jersey too was working on implementing its own limited liability partnership legislation in response to representations from the accountancy profession, with a view to attracting offshore registrations.
In February 1997 the DTI published a consultation paper 'Limited Liability Partnerships: A New Form of Business Association for Professions' (URN 97/597). The response to the paper confirmed that there was a demand for the new vehicle across a wide range of professions, and agreement in principle from submissions from those who were potential clients, and providers of capital to limited liability partnerships. The paper was followed by the publication of a draft Bill and regulations (URN 98/874) in September 1998. Revised draft regulations were published again for consultation, together with the draft Bill (URN 99/1025) in July 1999. In February 2000, a further consultation document was published concerning regulatory default provisions governing the relationship between members (URN 00/617), and revised regulatory default provisions were published in May 2000 (URN 00/865). The outcome of the various consultations was the enactment of the act by Parliament in July 2000 and the issue of the Regulations in March 2001.
It should be noted that in the UK, a limited liability partnership will normally be taxed as though transparent for taxation purposes so that the profits, losses, and gains will be directly attributable to the partners themselves. Whilst the most emotive differences may relate to the public disclosure requirements, the other differences between a UK limited liability partnership and a US limited liability company may have a significant financial impact for a new business and the partners when setting up in the United Kingdom. There is also uncertainty as to how a UK limited liability partnership will be taxed in a foreign jurisdiction as the UK limited liability partnership has a distinct separate corporate legal personality in the UK.
It is therefore possible that some foreign jurisdictions may seek to tax income or profits arising in their country as though the limited liability partnership were a body corporate. Great care will, therefore, need to be taken if it is desired to operate in the UK through a limited liability partnership business vehicle, and consideration should be given to using the limited liability partnership vehicles available in alternative jurisdictions.
UK LLP Registration and Post-Incorporation Services
Running a limited liability partnership involves numerous tasks and responsibilities - annual returns, reports and accounts, VAT returns every quarter, keeping abreast of current legislation etc., - which can distract you from your core business objectives and ultimately cost you money. Our services give you the confidence of knowing that all of the vital administrative details are being professionally handled. After incorporation of a limited liability partnership, we arrange and assist with any post LLP incorporation requirements and these include: -
Appearing before the Registrar of Companies;
Registering of a limited liability partnership with HM Revenue & Customs;
Obtaining an import and export codes from HM Revenue & Customs;
Changing of a partnership name;
Increasing or decrease members contribution;
Transferring of membership;
Amending, updating, and re-printing partnership agreement;
Obtaining legal opinions;
Preparing and filing forms and documents with companies house;
Opening a bank account;
Obtaining VAT or/and tax identification numbers;
Preparation of annual return;
Preparation of final annual accounts;
International structuring of holdings and trading entities;
Developing and implementing innovative tax strategies;
Implementing profit repatriation mechanisms;
Tax optimisation through profit and loss pooling;
Designing cross-border financing structures;
Structuring tax-efficient value chains;
Tax optimising cross-border investments;
Optimised tax structures;
Provision of copies any partnership documents certified by the Companies Registrar;
Dealing with preparation of powers of attorney;
Obtaining certificates of good standing;
Provision of certificates of incumbency;
Restoring of a partnership back to the Companies Registry;
Obtaining notaries and apostille authentication and legalisation;
Winding-up (liquidation) or dissolving a limited liability partnership.
Coddan providing a wide range of services for accounting, bookkeeping, payroll, taxes, and other finance outsourcing. We are specialised in UK taxes and accounting, we also take-up accounting and bookkeeping in QuickBooks, Sage, Peachtree, Simply Accounting and other ERP programmes: -
Filing of annual return on companies house, also registration for web filing;
Other updating on companies house e.g., change of name, address, appointment of director, SIC Code etc.;
Preparation and filing of statutory accounts for HMRC;
Calculation of corporation tax and filing of CT 600 on HMRC;
Self-assessment for individual and filing of SA 100 on HMRC;
Complete payroll services (payslip, P-45,P-14, P35 and Issue Of P60) also filing paye return for employer on HMRC;
Monthly management accounts and other reports as per client's requirement;
Finalisation books of accounts (sole-trader, partnerships, and a company).
UK LLP Formation and Incorporation: Live Help
You can chat with one of our advisors right now. Just click on the image to the left to start chatting. Live Help is a real time chat feature which enables you to interact with our customer service representative or our business consultants without a phone call. Get answers to your questions while using our web-site. Clicking the "Live Help" button will start an online session with one of our representatives. Live Help is currently available during normal business hours. Outside of the indicated below opening hours, our Live Help centre will be closed, when you click on the chat button, you will see an e-mail form that allows you to send us an e-mail request with your questions. Our Live Help is free, there are no hidden fees.
Dear customers, ladies and gentlemen, while having a chat session with our visitors, we are frequently requested to give an advice on tax planning or business structuring, and we would like to inform you that it is against our principles to provide an online free advice pertaining to these issues.
The points and tips that can be covered during a chat session include: our packages, services description and charges, legal requirements to start-up a business (in the UK or offshore), bank account arrangements, trademark registration, post incorporation services, notaries, consulate or apostille legalisation and other authentication services, documentation preparation and filing, mail forwarding overseas, telephone, fax and virtual office facilities, bookkeeping and accounting services, offshore incorporation service, ways to place an order, methods of payment etc.
If you wish us to provide you an advice or recommendations on tax savings and tax minimisation, or corporate business structuring methods, you should be aware that this service has chargeable elements.
Our hours of operation are posted on the contact page at all times. Live Chat assistance is only available during following hours: 9:30 a.m. - 17:30 p.m.
Our Office Opening Hours:
Monday - Friday: 8:30 a.m. to 18:00 p.m. Saturday: offices are closed Sunday: offices are closed Holidays: offices are closed on all recognised UK holidays.
Money and Payment Policy
Coddan accepts all major currencies; we accept Visa, Visa Electron, Visa Purchasing, JCB, MasterCard, Maestro, Solo, and Delta, we also accept cheques (may be held 10 days to clear) or cash deposit, bank transfers, PayPal, WesternUnion from anywhere to our accounts. After you place an order, details about the banking, PayPal, WesternUnion, cheque transfer will be e-mailed to you on the second e-mail notification. If you missed that e-mail, please call our phone number that is given on the order confirmation. The customer is responsible for the reimbursement of any bank wire transfer payments. We can also accept payments via debit or credit cards over the phone, your transactions are secure by StreamLine (is the leading provider of merchant accounts in Europe, giving businesses the ability to accept credit and debit card payments face to face, by phone or online).
Our online credit card payment processing is by WorldPay - an important part of The Royal Bank of Scotland Group, the 5th biggest banking group in the world. We do not charge surcharges for the debit and credit card transactions. Credit or debit card payment is now authorised online in real time. You will be informed immediately if your credit or debit card is declined. If declined, you may check the accuracy of the card number and expiration date, or choose a different card to try.
We need to receive a payment for an LLP formation before we can proceed with a new limited liability partnership formation. For regular or corporate clients, we can open a professional credit account. However, this benefit cannot be provided to a new customer, who never placed orders with us.
If you do not feel comfortable transmitting your credit card details on the Internet, we suggest you place an order online, choose the option "Credit Card via the Phone" as the payment method, and then phone in to give us your credit card number over the phone. We will charge your credit card manually. We can also accept credit or debit card payments by fax, to do so, we will e-mail you a credit or debit card authorisation form, and you will need to print out the form, complete the details by hand and send it to us by fax to: + 44 (0) 207.504.3531.
Check Your Order Status
Looking for a quality LLP information with registration guidance & practical advice regarding how to start your own limited liability partnership LLP in the United Kingdom, how to register your limited liability partnership, setting-up a British LLP and running; how to select the best type of a business registration form, how to incorporate a limited liability partnership; and need a limited liability partnership LLP start-up advice? Need a UK LLP partnership formation agent, with the prompt incorporation service and expert LLP partnership registration advice from well-qualified business incoporation professionals whose complementary skills and long experience enable them to deliver quality service to local and international clients on the areas of new LLP formation, auditing, accounting,partnership taxation, management consulting, corporate services, limited partnership administration, liquidation, insolvency & recovery? 
Coddan is the UK business entities (LTD, PLC & LLP) formation agent and certified accountancy firm with many years of experience in assisting clients with limited liability partnership incorporation in the United Kingdom (England, Wales, Scotland and Northern Ireland), offering in most circumstances the same-day online limited liability partnerships formations services for the UK residents & non-UK based customers. Our expert knowledge and extensive experience of setting-up of LLP' partnership structures has made us possible to provide the very professional, prompt, and efficient LLP incorporation level of services. 
Personal service - Coddan retained the high quality advisors who are extremely knowledgeable and true professionals in both of UK and offshore legal LLP structures and tax law aspects. Coddan's advisers can provide customers with free and confidential advice and information on starting up a business in England, Northern Ireland, Scotland, and Wales; and in the Island of Man.
We can guarantee accurate, confidential, personalised, and reliable services at highly competitive prices; we are a customer-oriented company, we value our consumers and offer comprehensive services to every one of them. We are fully aware of our client's needs and desires and try to make the process of our teamwork as comfortable as possible.
Our electronic LLP registration software has been approved by 
A ready-made LLP is a limited liability partnership that has already been incorporated as a general commercial partnership and is ready to start trading immediately. A shelf limited liability partnership, also called an aged LLP, is a partnership that has had no business activity. It was created and put on our "shelf to age". This limited liability partnership is then later usually sold to someone who would prefer to have an aged firm rather than a new one. 
Coddan offers bank introductions to all of the major UK banks, including HSBC, Barclays, NatWest, Lloyds, Bank of Ireland. We can also provide introductions to local branches of foreign banks, such as Bank of Cyprus, Banif (Portugal), Barclays International, BPI Bank (Portugal), and Islamic Bank of Britain. 
We follow up the due time for LLPs and we will contact you approximately one month before the next anniversary of your partnership. Coddan will send you a renewal notice a month before these services are due to expire, asking you if you would like these services to be renewed. As soon as we received your payment, we will take care of all necessary renewal formalities for behalf of your LLP. If it will be needed and required (by your bank or any other government authority), we may obtain a certificate of good standing or incumbency certificate as well. 
The limited liability partnership is a relatively new type of entity form available in the United Kingdom. Its introduction filled a gap in the range of entity types available in the United Kingdom by providing a structure which is as flexible as a partnership while offering limited liability to its members. Although a distinct legal entity, a limited liability partnership is not subject to any corporate income tax, rather, partnership profits are distributed to its members, according to a pre-arranged formula codified in the partnership agreement, who pay personal income tax on their income from the partnership.
The limited liability partnership is a separate legal entity with unlimited capacity which means that it can do anything that a natural person could do. It has the ability to enter into contracts and hold property, and will continue its existence in regardless of any change in membership. While in law a limited liability partnership is separate from its members, its members may be liable to contribute to its assets if it is wound up; the extent of that potential liability is as specified in the regulations under the Act (Section 1 (4)). The limited liability partnership's existence as a separate legal entity makes it more closely akin to a company than to a partnership (except insofar as the internal relations are governed by agreement between the members). The Act therefore draws on the principles embodied in the companies' legislation. 
When a limited liability partnership is formed, the members are the people named on the incorporation document; these are the owners and investors of the business. The mutual rights and duties of the members of a limited liability partnership are governed by the limited liability partnership agreement or by law. 
Regulations made under the Companies Act 2006 require an LLP to display its name at its registered office and other places of business, on business documents and on websites. The purpose of the regulations is that the legal identity of every LLP should be revealed to anyone who have, or may wish to have, dealings with it.
If a member of an LLP is wound-up or made bankrupt, he/she may not interfere in the management or administration of any business or affairs of the LLP. This prohibition extends to the liquidator or trustee in bankruptcy. There is no such restriction on members entering into a voluntary arrangement or, in the case of corporate members, insolvency proceedings other than winding up. If such a voluntary arrangement or other non-winding up scheme is to succeed it is vital that there be no restriction on continuing to act as a member in such circumstances - particularly as such arrangements often need to be combined with arrangements for the LLP itself. 
Recent changes to the accounting and auditing requirements in the Companies Act have now been reflected in the above regulations, and will affect limited liability partnerships from financial years beginning on or after 1 January 2005. This is a brief summary of those changes.
The national insurance position of members of a limited liability partnership is the same as that of partners in an ordinary partnership. The members themselves will pay class two and four national insurance contributions which will amount to approximately £2,200 a year, together with the 1% surcharge on profits introduced in 2003. 
The Inland Revenue impose income tax and national insurance charges in situations where an individual provides services through an intermediary LLP in circumstances where, in the absence of an intermediary, the individual would be an employee of the ultimate recipient of the services. The legislation itself seeks to apply the tax charges where "an individual personally performs, or is under an obligation personally to perform, services for the purposes of a business carried on by another person."
The Limited Liability Partnerships Act 2000 came into force on 6 April 2001 (by virtue of Statutory Instrument no. 3316 of 2000). The main purpose of this new Act is to create a new form of legal entity, the limited liability partnership. A limited liability partnership combines the organisational flexibility and tax status of a partnership with limited liability for its members. This limited liability is made possible by the fact that a limited liability partnership is a legal person distinct from its constituent members. 