Limited Liability Partnerships Act 2000
What this means for your business
- Enforced by
- Companies House
- Applies to
- United Kingdom
- On this page
- 5 compliance obligations, 4 practical guides
What you must do
5 compliance obligations under this legislation — 1 can result in imprisonment.
Other requirements 1
Ensure property transfer instrument is correctly stamped
When you transfer property to a newly‑formed limited liability partnership (LLP) within the first year, you must check whether the transfer meets the two exemption conditions. If it does, you still need to have the instrument stamped with the special ‘no‑duty’ stamp or, if it doesn’t, pay the normal stamp duty. Without the correct stamp the instrument is not valid.
Offences and prohibitions 3
Fail to notify Companies House of membership changes
Unlimited fineIf your LLP does not send the required notice to Companies House within 14 days when a member or designated member joins, leaves, or changes details, the LLP and every designated member are committing a criminal offence. On conviction you face an unlimited fine, dealt with in the Magistrates' Court.
Submit false incorporation statement
2 years imprisonmentWhen registering a limited liability partnership you must include a statement confirming that the required number of people have subscribed to the incorporation document. If you knowingly make that statement false, or you do not believe it to be true, you commit a criminal offence. On conviction you could be fined without limit and face up to six months in jail if tried in the magistrates’ court, or up to two years in jail if the case goes to the Crown Court.
Use prohibited LLP name without being a limited liability partnership
Fine up to £1,000If you run a business and use a name that ends with “limited liability partnership”, the Welsh equivalent, or any imitation of those terms, but you are not actually registered as an LLP, you commit an offence. On conviction you face a fine of up to £1,000. The case is dealt with in the Magistrates' Court (summary trial).
Registration and licensing 1
Register your LLP and obtain a certificate of incorporation
If you want to set up a Limited Liability Partnership, you must apply to Companies House, send in the required paperwork and get a certificate that proves your LLP is legally formed. The certificate will show the LLP’s name, number, date of incorporation and registered office. Keep the certificate safe – it’s evidence that your LLP exists.
Penalties for non-compliance
3 penalties under this legislation. 1 can result in imprisonment. 2 carry an unlimited fine.
Submit false incorporation statement
Unlimited fine and/or 2 years imprisonment
Fail to notify Companies House of membership changes
Unlimited fine
Use prohibited LLP name without being a limited liability partnership
Fine up to £1,000
Practical guidance
Our guides explain how to comply with the requirements above.
Choose a partnership structure
Compare general partnership, limited partnership (LP), and limited liability partnership (LLP) to find the right structure for your business.
Dissolve a business partnership
How to wind up a general partnership, settle debts, notify HMRC, and fulfil your final tax obligations when ending the …
Register a business partnership
How to register a partnership with HMRC for Self Assessment, including nominated partner responsibilities and individual partner registration.
Set up a business partnership
How to register a partnership and understand partner responsibilities.
Sections and provisions
21 classified provisions from this legislation.