United Kingdom Limited Liability Parternship, LLP

United Kingdom
Limited Liability Partnership (LLP)

Document Language
English

Privacy Rights
English Common Law

Worldwide Tax
0%

Government Fees
£0 (GBP)

Incorporation Time
1 Business Day

A United Kingdom Limited Liability Partnership (LLP) was established on the 9th of January in 2009. Traditionally, in a limited partnership, the "general partner" had unlimited liability for the debts and obligations of the partnership. However, in this new legislation for a "Limited Liability" Partnership, there are a minimum of two partners each with a "limited" amount of liability. And the partners in a United Kingdom Limited Liability Partnership are liable only up to the amount of their contribution to the partnership. Since an LLP is a flow-through entity, each partner is responsible for filing an annual tax return reflecting their respective financial involvement with the LLP. Provided no business is conducted with or within the United Kingdom or by a UK resident, there are no United Kingdom tax liabilities. And utilizing entities properly structured offshore as the partners of the LLP not only aids in enhancing anonymity and asset protection benefits, it eliminates any tax liability for citizens outside the United Kingdom who wish to have their business headquartered in Europe.

All

Enter the category for this item: Capital and Confidentiality

Enter the name for this tabbed section: Paid Up Capital

The minimum Paid Up Capital for a UK Limited Liability Partnership is £2 (GBP).

Enter the name for this tabbed section: Confidentiality and Privacy

There are no inherent privacy or confidentiality benefits in a United Kingdom Limited Liability Partnership. In fact, the entity is virtually transparent both from an ownership and tax perspective. The benefits of using a UK LLP arise from incorporating offshore Seychelles International Business Companies (IBC) for the two required partners. In this regard, it is the Republic of Seychelles which is providing the privacy, confidentiality and tax savings for the owner(s) of the United Kingdom LLP.

Enter the category for this item: Features of Partnershup

Enter the name for this tabbed section: United Kingdom - Limited Liability Partnership

United Kingdom

Partnership Laws

Official Document Language

Conduct Business Internationally

Conduct Business in Seychelles

Resident Agent Required

Registered Office Required

Resident Secretary Required

Company Taxation

Double Taxation Avoidance Agreements

Company Tax Resident Qualification

Income Tax and Business Tax

Detailed Client Application Required

Minimum Partners

Corporate Partners Allowed

Residency of Partners Allowed

Register of Partners

Register of Partners Public Record

Disclosure of Beneficial Owners to Registered Agent

Disclosure of Beneficial Owners with Registrar

Annual General Meeting Required

Partners Meeting Required

Partnership Minutes and Resolutions

Partnership Seal Required

Minimum Paid Up Capital Required

Maximum Authorized Capital Investment

Capital Considerations

Subject to Currency Controls and Restrictions

Application Fees

Annual Government Fees

Keeping of Accounts Required

Filing of Accounts and Returns Required

Annual Government Return Filing Fees

Auditing of Accounts Required

Re-Domicile from a Foreign Country

Re-Domicile to a Foreign Country

Shelf Partnerships Available

Incorporation Time

Limited Liability Partnership (LLP)

Limited Liability Partnerships Act, 2000

Income and Corporation Taxes Act, 1988

English

Yes

Yes

Yes

Yes

No

Fiscally Transparent (Taxes Flow-Through to Partners)

No

Yes

Yes

No

2

Yes

Any Nationality

Yes

Yes

Yes (Due Diligence Requirements)

No (Not if Partners are Offshore Entities)

No

Yes (Anywhere in the World or by Proxy)

Yes

No

£ 2 (Great British Pounds)

(Not Applicable)

Any Currency or in Kind

No

No

£ 0 (Great British Pounds)

Yes

Yes

Yes

Yes

Yes

Yes

No

1 Business Day

Enter the category for this item: Financial

Enter the name for this tabbed section: Financial Reporting

A UK Limited Liability Partnership is required to prepare and file annual financial accounts and may be subject to audits. The partnership is free to arrange its business accounts in any manner fitting to establish and maintain reasonable accuracy of the partnership's financial position.

Enter the name for this tabbed section: Government Licensing Fees

There are no annual licensing fees (£0 GBP) for a United Kingdom Limited Liability Partnership.

United Kingdom Limited Liability Partnerships Act, 2000
Chapter 12
Part - Incorporation
Section 2 - Incorporation Documentation

(2) The incorporation document must—

(a) be in a form approved by the registrar (or as near to such a form as circumstances allow),

(b) state the name of the limited liability partnership,

(c) state whether the registered office of the limited liability partnership is to be situated in England and Wales, in Wales or in Scotland,

(d) state the address of that registered office,

(e) state the name and address of each of the persons who are to be members of the limited liability partnership on incorporation, and

(f) 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.

Enter the category for this item: Names and Rules

Enter the name for this tabbed section: Name Endings

LLP	Limited Liability Partnership
PAC	Partneriaeth Atebolrwydd Cyfyngedig

Enter the name for this tabbed section: Name Restrictions

United Kingdom Limited Liability Partnerships Act, 2000
Chapter 12
Schedule - Names and Registered Offices
Part 1 - Names
Section 3 - Registration of Names

(1) A limited liability partnership shall not be registered by a name—

(a) which includes, otherwise than at the end of the name, either of the expressions “limited liability partnership” and “partneriaeth atebolrwydd cyfyngedig” or any of the abbreviations “llp”, “LLP”, “pac” and “PAC”,

(b) which is the same as a name appearing in the index kept under section 714(1) of the M16Companies Act 1985,

(c) the use of which by the limited liability partnership would in the opinion of the Secretary of State constitute a criminal offence, or

(d) which in the opinion of the Secretary of State is offensive.

(2) Except with the approval of the Secretary of State, a limited liability partnership shall not be registered by a name which—

(a) in the opinion of the Secretary of State would be likely to give the impression that it is connected in any way with Her Majesty’s Government or with any local authority, or Limited Liability Partnerships Act, 2000

(b) includes any word or expression for the time being specified in regulations under section 29 of the M17Companies Act 1985 (names needing approval), and in paragraph (a) “local authority” means any local authority within the meaning of the M18Local Government Act 1972 or the M19Local Government etc. (Scotland) Act 1994, the Common Council of the City of London or the Council of the Isles of Scilly.

Enter the name for this tabbed section: Rules of Operation

Non-Profit Organizations may not use a UK Limited Liability Partnership as a company structure. There are also some restrictions businesses including banking, insurance, financial services, consumer credit related services and employment agencies. Otherwise, any trade or profession may may utilize a United Kingdom Limited Liability Partnership for its business operations.

Enter the category for this item: Interests and Structuring

Enter the name for this tabbed section: Interests

Partnership interests are equal, unless otherwise prescribed in writing by agreement between the members.

United Kingdom Limited Liability Partnerships Act, 2000
Chapter 12
Part - Membership
Section 5 - Relationship of Members

(1) Except as far as otherwise provided by this Act or any other enactment, the mutual rights and duties of the members of a limited liability partnership, and the mutual rights and duties of a limited liability partnership and its members, shall be governed—

(a) by agreement between the members, or between the limited liability partnership and its members, or

(b) in the absence of agreement as to any matter, by any provision made in relation to that matter by regulations under section 15(c).

(2) An agreement made before the incorporation of a limited liability partnership between the persons who subscribe their names to the incorporation document may impose obligations on the limited liability partnership (to take effect at any time after its incorporation).

Enter the name for this tabbed section: Structuring

A United Kingdom Limited Liability Partnership has an independent legal personality and possesses the same powers as a natural person.

Enter the category for this item: Taxes

Enter the name for this tabbed section: Tax on Worldwide Income

A UK Limited Liability Partnership is a flow-through tax entity and not liable for taxation on profits or gains arising from within the partnership. The partners are liable to file their own respective tax returns but are exempt from UK tax provided that no business or trade is conducted with, or within, the United Kingdom. For more information on the taxation of a UK Limited Liability Partnership please see Section 118 of the Income and Corporation Taxes Act, 1988.

Enter the name for this tabbed section: Flow-Chart

Flow-Chart (UK)

The UK Limited Liability Partnership in this structure is a tax exempt entity
provided no business is conducted with or within the United Kingdom or by a UK resident.

Enter the name for this tabbed section: Limited Liability Partnership

Order Form

CFMA

Due Diligence

£ 500

Complete Formation

Name Availability Search
Statutory Due Diligence for Up to Two Persons
Filing with the Registry
Government Licensing Fees (£0 GBP)
Original Certificate of Limited Liability Partnership
LLP Partnership Agreement (Registry Stamped)
Up to Five Partnership Certificates Provided
Resident Agent
Registered Office
Safekeeping of Registers and Accounts
One Year of Customer Support
Annual Business Review
Incorporation Time is 1 Business Day

Enter the name for this tabbed section: Annual Renewals

£ 250

Annual Renewals

Statutory Due Diligence for Up to Two Persons
Filing with the Registry
Government Licensing Fees (£0 GBP)
Resident Agent
Registered Office
Filing of Annual Return (Required)
Safekeeping of Registers and Accounts
One Year of Customer Support
Annual Business Review

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