How to set up an LLP

By Tolley in association with Jackie Barker of Wells Associates

The following Owner-Managed Businesses guidance note by Tolley in association with Jackie Barker of Wells Associates provides comprehensive and up to date tax information covering:

How to set up an LLP
Key requirements to form an LLP
Incorporation application to form an LLP
Self-assessment registration when forming an LLP
Other general formalities to form an LLP

This note explains the legal requirements that must be met in connection with the incorporation of a Limited Liability Partnerships (LLP)(s), what forms need to be completed to register the LLP with the relevant authorities and the practical steps that need to be taken.

Key requirements to form an LLP

An LLP must be formed for the purpose of carrying on a lawful business with a view to making a profit. At least two persons must form the LLP, known as the initial subscribers, who may include individuals, companies, trustees and / or other LLPs.

The subscribers of an LLP are known as members. There is no limit to the number of members who can be appointed and the only restrictions are that members must not:

•have been disqualified from acting as a company director or member of an LLP, or
•be an undischarged bankrupt

It is possible for a minor to be appointed as a member of an LLP if it is commercially justifiable to do so, although generally, this is unlikely.

An LLP must have at least two members who will act as the designated members. Every member is an agent of the LLP and it is bound by the actions of those members. However, designated members also have the following extra responsibilities. These are: