Limited Liability Partnerships

Question 1

LLPs can only be formed by registering with _________ _____

Answer 1

Companies House

Question 2

What is the impact of a business not registering as an LLP?

Answer 2

It will be treated as a general partnerships and its members will be personally liable for the firm’s obligations

Question 3

What four things must registration of an LLP include?

Answer 3

1. Name of LLP (must end in LLP or full term)
2. Registered office location and address
3. LLP Members names and addresses
4. People with significant control

Question 4

When can an LLP change it’s name and how is this done?

Answer 4

Change can be made at any time by delivering a notice of the change to the Registrar of Companies

Question 5

When is an LLP name change effective?

Answer 5

When the Registrar issues a certificate of the name change

Question 6

How many members must an LLP have?

Answer 6

At least 2

Question 7

If an LLP carries on business without at least 2 members for more than _ _____, the sole person will be ______ and ________ _____ with the LLP for the debts incurred after the initial _ _______ and while the LLP has only one member

Answer 7

6 months, jointly, severally liable, 6 months

Question 8

New members to an LLP can only be added with ________ ______ of the existing members

Answer 8

Unanimous consent

Question 9

How many days within the change must the Registrar be notified of changes in LLP’s membership or designated members?

Answer 9

14 days

Question 10

How many designated members must an LLP have and what’s their role?

Answer 10

At least 2, submit required filings to Companies House

Question 11

A person may cease to be an LLP member by giving _________ _____ to the other members and giving notice to the Registrar within __ _____

Answer 11

reasonable notice, 14 days

Question 12

What are four types of persons with significant control?

Answer 12

1. 25%+ of surplus assets on winding up
2. 25%+ of rights to vote on matters which are decided upon by a vote
3. Right to appoint/remove the majority of those who can partake in management
4. Otherwise can exercise significant influence/control over a trust

note: PSC also exist in companies, usually if they have 25% of the shares/voting rights or have the power to appoint/remove a majority of the board of directors.