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Certain Characteristics of LLP: Set-Up Limited Liability Partnership Today

. LLP is a new business entity, which will combine limited liability, corporate personality and the advantages of partnership taxation, may prove attractive not only to the professions but also to many other businesses. The key advantage of a LLP compared with a traditional partnership is that the members of the LLP (it is important that they should not be called partners but members) are able to limit their personal liability if something goes wrong with the business. The greatest benefit of becoming an LLP is the rule that an LLP partner's personal assets will generally NOT be at risk in the event of a financial disaster resulting from business losses.

It must have at least two members, of which two must be designated members. The designated members have extra legal responsibilities, similar to those of a company secretary. A company itself can be a member of an LLP. The rights and responsibilities of each of the members are defined in the LLP agreement. There is no legal requirement to have a written partnership agreement, but we recommend that you set out the terms in writing and get them signed.

Coddan CPM already formed hundreds LLPs for its clients from all over the world and if you will decide to find the best service provider for registration of Limited Liability Partnership in the United Kingdom, you should bear in mind that Coddan CPM Ltd is the best company to serve your needs. Our incorporation packages specially designed for all requirements and budged. Allow us to help you register your Limited Liability Partnership and get it running. We are not charging huge amount of money for LLP formation, your own Limited Liability Partnership can be formed within 4-6 working days just for £125.00. We also can supply expert advice in navigating English legal and business systems helping you to set-up an LLP in England, Scotland and Northern Ireland. An English LLP registered at Companies House will receive a certificate of incorporation, like a company, Coddan will also assist you with the preparation of the Partnership Agreement and main set of LLP documents, as Minutes and Registrars.

Choose one of the following packages that will best serve you:
 This is our most popular package with UK residents, and includes:
 The filing and registration of your LLP
 The submission of forms detailing the LLP's executive members (partners)
 Incorporation forms (Form LLP2) do not require the signature of a Notary Public
 The formation of your LLP within 4-6 working days
 PPayment of legal and initiation fees
 The appointment of your own candidates as members for the LLP (a minimum of two people are required)
 
 The following documents will be posted to you (these documents will be sent via Royal Mail):
 The original laminated Certificate of Registration
 A hard bound copy of the Combined LLP Register
 A hard bound copy of the Partnership Agreement
 The Minutes of the First Members' Meeting
 Membership Certificates and completed Members' Register
Economy Package
£ 125.00No Renewal fees
Click here to see all packages
(click here for other packages)

Company Formation Home Page  >>  Setting Limited Liability Partnership >>  LLP Main Characteristics

REGISTERED LIMITED LIABILITY PARTNERSHIPS (LLP) - UK LLP ORGANISATION. SETTING LLP IN THE GREAT BRITAIN

What is a limited liability partnership? Limited liability partnerships were created by the Limited Liability Partnerships Act 2000, and are known as "LLPs". Two or more individuals, corporations, partnerships, trusts, or other entities can join together to engage in business as an LLP.

The owners of an LLP are called "partners". Partners essentially own the LLP much in the same way as partners own a general partnership and shareholders own a corporation. When an LLP engages in business activities, it is the LLP itself which actually owns and operates the business from a legal sense. Limited personal liability of the partners of an LLP means that in most situations the debts and obligations of the business engaged in by the LLP are not the personal responsibility of the partners - the debts and obligations of the business can only be paid from the income and assets of the LLP. Of course, if a business operated by an LLP has financial difficulties, each partner of the LLP could lose the amount of his or her investment in the LLP, as well as the equity built up in the business.

Beyond this, however, no partner risks the loss of his or her other assets and income. As with a company, the LLP will have a registered office, recorded at Companies House. Enforcement will be taken against the LLP as a legal entity in its own right. Members or designated members of the partnership may also be the subject of enforcement as members of a body corporate under s.37(2) HSWA, if their conduct comes within the terms of s.37(1). Care should be taken to determine individual roles and responsibilities, to ensure that any action is being taken against the most appropriate person.
Finding and Using Information on This Page:  Limited Liability Partnership Introduction | LLP Current Situation | Limited Liabilities Partnerships Main Characteristics | Limited Liability Partnership Membership | LLP Members as Agents | Choosing an Limited Liability Partnership Status | Limited Liability Partnership Charges | United Kingdom Partnership Agreement Financial Issues | Partnership Agreement Operational Issues | Partnership Agreement Termination Issues | Number of Partners | Taxation and NIC | Stationery, Accounts & Records | Limited Liability Partnership Accounts & Audit | Limited Liability Partnership Insolvency & Winding Up | Limited Liability Partnership Taxation | Limited Liability Partnership Annual Return | Accounts & Accounting Preference Dates | 

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The key advantage of a LLP compared with a traditional partnership is that the members of the LLP (it is very important that they should not be called partners but members) are able to limit their personal liability if something goes wrong with the business, in much the same way as shareholders in a company have always been able to do.
LLPs will produce and publish financial accounts with a similar level of detail to a similar sized limited company and will have to submit accounts and an annual return to the Registrar of Companies each year. The costs of setting up an LLP from £125.00.
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Choosing the entity that best suits your business and personal needs is an important decision and should not be taken lightly. Legal and tax advantages as well as disadvantages exist for each entity. It is strongly suggested that new business owners consult with both a tax accountant and an attorney to aid in making a proper decisions.

Operation of a business as an LLP may not be appropriate for all situations. Careful consideration should always be given to the choice of business organization. The desired financial and managerial relationships among the investors, the potential liabilities of the business, and consequences of various tax treatments are factors which must be considered. We recommend reviewing this site in its entirety, so that you are knowledgeable of the UK jurisdiction and the powers granted to UK LLPs.

We will guide you through the process of registering your limited liability partnership and establishing your registered identity. Complete and submit application form. Adequate completion and submission of this form, along with the provision of payment, will enable Coddan to incorporate your proposed LLP within five business days.

Live Help Live Help:
Live Help is a real time "chat" feature which enables you to interact with a customer service representative without a phone call. Get answers to your questions while using our website. Clicking the "Live Help" button will start an on-line session with one of our representatives. Live Help is currently available during normal business hours. Outside of the above opening hours, our business center will be closed. When you click on the button, you will see an e-mail form that will allow you to send us a mail with your questions. Live Help is free! There are no hidden fees. We offer the service as a courtesy to our website visitors.

Dear visitors, while having a chat session with a customer, we are frequently requested to give a piece of advice on tax planning or business structuring. We would like to inform you that it is against our principles to provide online advice pertaining to these issues. The points that may be covered during a session include service description, package or service price, navigation at our website, ways of making an order, methods of payment etc. Yet, if you wish us to provide you with advice on tax or business structuring, you should be aware that this service is chargeable.

If you have questions please E-Mail or call us: 0800 081 1510 or +44 (0) 207 637 3881, fax: +44 20 7681 3318.
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UNITED KINGDOM LIMITED LIABILITY PARTNERSHIP. INTRODUCTION

From 6th April 2001 it will be possible to register UK Limited Liability Partnerships (LLPs) at Companies House. This new business entity, which will combine limited liability, corporate personality and the advantages of partnership taxation, may prove attractive not only to the professions but also to many other businesses. Limited Liability Partnership is a body corporate (with legal personality separate from that of its members) which is formed by being incorporated under the Limited Liability Partnerships Act 2000; and a Limited Liability Partnership has unlimited capacity.

The members of a Limited Liability Partnership have such liability to contribute to its assets in the event of its being wound up as is provided for by virtue of the Limited Liability Partnerships Act.

main Characteristics of an LLPSetting an LLPLLP Benefits and Advantages

UK LLPs from only £125.00! All Inclusive LLP Registration. Each Limited Liability Partnership package includes all statutory paperwork and is fully compliant with the LLP law.
All government and filing fees are included in the cost of our Economy pack. All certificates and documents will be sent directly to you by post immediately following the registration of your LLP.
It will take just 5 minutes to complete the online registration form, then your LLP could be up and running within 4-6 working days.

THE FOLLOWING UPGRADES CAN BE ADDED TO THE ABOVE PACKAGE:

1. LLP Pliers Seal - £20.00.
2. Domain Name Registration for two years - £16.00.
3. Provision of a Registered Office Address for 12 months - £50.00.
4. Provision of a Nominee Designated Member for 12 months - £125.00.
5. Certificate of Good Standing - £35.00.
6. Notarisation & Apostille of Documents.


Call any one of our offices:

Monday - Friday: 9:30am to 17:30pm


United Kingdom Contact +44 (0) 207.637.3881

United Kingdom Contact +44 (0) 800.081.1510

Scotland Contact +44 (0) 141.530.8188

Northern Ireland Contact +44 (0) 289.099.8744

E-Mail Contactinfo@ukincorp.co.uk

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For a Limited Liability Partnership to be incorporated: TWO or more persons associated for carrying on a lawful business with a view to profit must have subscribed their names to an incorporation document, there must have been delivered to the registrar either the incorporation document or a copy authenticated in a manner approved by him, and there must have been so delivered a statement in a form approved by the registrar, made by either a solicitor engaged in the formation of the Limited Liability Partnership or anyone who subscribed his name to the incorporation document.

The incorporation document must be in a form approved by the registrar (or as near to such a form as circumstances allow), state the name of the Limited Liability Partnership, state whether the registered office of the Limited Liability Partnership is to be situated in England and Wales, in Wales or in Scotland, state the address of that registered office, state the name and address of each of the persons who are to be members of the Limited Liability Partnership on incorporation, and either specify which of those persons are to be designated members or state that every person who from time to time is a member of the Limited Liability Partnership is a designated member.

The profits of the business of an LLP will be taxed as if the business were carried on by partners in partnership, rather than by a body corporate. This ensures that the commercial choice between using an LLP or a partnership is a tax neutral one. The taxation clauses in the Act are expressed in broad terms so that the existing rules for partnerships and partners will, in general, simply apply to LLPs, and members of UK LLPs, which are carrying on businesses, as if these were partnerships and partners respectively.

The transfer of an existing business to an LLP will only be treated for tax purposes as giving rise to a cessation of the business of the partnership which is making the transfer if in otherwise identical circumstances a transfer between one partnership and another would do so. The transfer of assets between a partnership and an LLP will only give rise to chargeable gain or capital allowance consequences if, in otherwise identical circumstances, a transfer of assets between one partnership and another would so do. Similarly, Inland Revenue Statements of Practice and Extra Statutory Concessions will apply to LLPs and members of LLPs as they apply to partnerships and to partners.

CURRENT SITUATION

The final draft of The Limited Liability Partnerships Regulations 2001 have now been laid before Parliament and published by the Stationery Office. In their December 2000 Tax Bulletin (issue 50) the Inland Revenue set out their views on how members of an LLP which carries on a trade or profession will be taxed. This contains much useful information and can be accessed at (www.inlandrevenue.gov.uk/bulletins/tb50.htm). However, it specifically states that it "does not cover the detailed tax treatment of investment businesses for which the LLP structure was not originally intended". Therefore the Revenue appear to be signaling that the tax treatment for investment LLPs will not be as favourable.

BRITISH LIMITED LIABILITIES PARTNERSHIPS MAIN CHARACTERISTICS

An English LLP registered at Companies House will receive a certificate of incorporation, like a company. It will be a corporate body and will be required to file certain information at Companies House. However, it will not have share capital and will be organised and taxed like a partnership. An agreement, which will not be publicly filed, will be a practical necessity.

In addition, all business letters and order forms must show the following: limited liability; body corporate; taxed as a partnership; organisational flexibility of a partnership; partnership agreement (if any) confidential to members; accounts preparation and filing requirements broadly as for a company; ability to create floating charges. The ability to create a corporate body with limited liability which at the same time will be taxed (and largely organised) as if it were a partnership is a strong combination for the right circumstances.

Those setting up a new business may wish to consider an LLP as an alternative. Many existing partnerships may also wish to consider whether the LLP will be suitable for them. There will be stamp duty relief on the instrument transferring property from an existing partnership to a newly incorporated LLP if relevant conditions are met. Interestingly, there is no minimum amount for contribution by members in a winding up. However, there are detailed provisions designed to prevent members siphoning off funds in the event of insolvency. Parts of the Insolvency Act 1986 will apply.

LIMITED LIABILITY PARTNERSHIP MEMBERSHIP

On the incorporation of a British Limited Liability Partnership its members are the persons who subscribed their names to the incorporation document (other than any who have died or been dissolved). Any other person may become a member of a Limited Liability Partnership by and in accordance with an agreement with the existing members. A person may cease to be a member of a Limited Liability Partnership (as well as by death or dissolution) in accordance with an agreement with the other members or, in the absence of agreement with the other members as to cessation of membership, by giving reasonable notice to the other members.

A member of a Limited Liability Partnership shall not be regarded for any purpose as employed by the Limited Liability Partnership unless, if he and the other members were partners in a partnership, he would be regarded for that purpose as employed by the partnership.

UNITED KINGDOM LLP MEMBERS AS AGENTS

Every member of a Limited Liability Partnership is the agent of the Limited Liability Partnership. But a Limited Liability Partnership is not bound by anything done by a member in dealing with a person if the member in fact has no authority to act for the Limited Liability Partnership by doing that thing, and the person knows that he has no authority or does not know or believe him to be a member of the UK Limited Liability Partnership.

Where a person has ceased to be a member of a Limited Liability Partnership, the former member is to be regarded (in relation to any person dealing with the Limited Liability Partnership) as still being a member of the Limited Liability Partnership unless the person has notice that the former member has ceased to be a member of the Limited Liability Partnership, or notice that the former member has ceased to be a member of the Limited Liability Partnership has been delivered to the registrar.

Where a member of a Limited Liability Partnership is liable to any person (other than another member of the Limited Liability Partnership) as a result of a wrongful act or omission of his in the course of the business of