Limited Partnerships Act 1907 (c. 24)

[F1 Delivery of documents to the registrar U.K.

Textual Amendments

F1 S. 33 and cross-heading inserted (26.10.2023 but only so far as it confers a power to make regulations or relates to the exercise of the power, otherwise prosp.) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 145, 219(1)(2)(b)

33 Documents to be delivered by authorised corporate service providers U.K.

(1) An individual may not deliver a document under a provision listed in subsection (3) to the registrar on their own behalf (and, accordingly, any delivery of a document under such a provision must be made on the individual’s behalf in accordance with subsection (2)).

(2) An individual may not deliver a document under a provision listed in subsection (3) to the registrar on behalf of another person unless—

(a) the individual is an authorised corporate service provider, or

(b) the individual is an officer or employee of an authorised corporate service provider.

(3) The provisions are—

(a) section 8A (application for registration);

(b) section 8F (change of address of registered office) or 8I (change of registered email address);

(c) section 8L, 8M, 8N or 8O (changes relating to officers of general partners);

(d) section 8R, 8S or 8T (changes relating to partners);

(e) section 10A or 10B (other changes in partnerships), other than a notice under section 10A(2)(b)(i) or 10B(2)(a);

(f) section 10D (confirmation statements);

(g) section 20 (administrative revival).

(4) The Secretary of State may by regulations—

(a) amend this section for the purposes of changing who may deliver a document under a provision listed in subsection (3) to the registrar on behalf of another person;

(b) amend the list in subsection (3).

(5) Regulations under subsection (4) are subject to the affirmative resolution procedure.]

[F2 34 False statements: basic offence U.K.

(1) It is an offence for a person, without reasonable excuse, to—

(a) deliver or cause to be delivered to the registrar, for the purposes of this Act, a document that is misleading, false or deceptive in a material particular, or

(b) make to the registrar, for the purposes of this Act, a statement that is misleading, false or deceptive in a material particular.

(2) Where the offence is committed by a legal entity, every managing officer of the entity who is in default also commits the offence.

(3) A person guilty of an offence under this section is liable—

(a) on summary conviction in England and Wales, to a fine;

(b) on summary conviction in Scotland, to a fine not exceeding level 5 on the standard scale;

(c) on summary conviction in Northern Ireland, to a fine not exceeding level 5 on the standard scale.

(4) A managing officer is “in default” for the purposes of this section if they authorise or permit, participate in, or fail to take all reasonable steps to prevent, the contravention.

(5) But a corporate managing officer does not commit an offence as a managing officer in default unless one of its managing officers is in default.

(6) Where any such offence is committed by a corporate managing officer the managing officer in question also commits the offence (subject to subsection (5)).]

Textual Amendments

F2 Ss. 34, 35 inserted (26.10.2023 but only so far as it confers a power to make regulations or relates to the exercise of the power, otherwise prosp.) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 146, 219(1)(2)(b)

[F2 35 False statements: aggravated offence U.K.

(1) It is an offence for a person knowingly to—

(a) deliver or cause to be delivered to the registrar, for the purposes of this Act, a document that is misleading, false or deceptive in a material particular, or

(b) make to the registrar, for the purposes of this Act, a statement that is misleading, false or deceptive in a material particular.

(2) Where the offence is committed by a legal entity, every managing officer of the entity who is in default also commits the offence.

(3) A person guilty of an offence under this section is liable—

(a) on conviction on indictment, to imprisonment for a term not exceeding two years or a fine (or both);

(b) on summary conviction—

(i) in England and Wales, to imprisonment for a term not exceeding the general limit in a magistrates’ court or a fine (or both);

(ii) in Scotland, to imprisonment for a term not exceeding 12 months or a fine not exceeding the statutory maximum (or both);

(iii) in Northern Ireland, to imprisonment for a term not exceeding 6 months or a fine not exceeding the statutory maximum (or both).

(4) A managing officer is “in default” for the purposes of this section if they authorise or permit, participate in, or fail to take all reasonable steps to prevent, the contravention.

(5) But a corporate managing officer does not commit an offence as a managing officer in default unless one of its managing officers is in default.

(6) Where any such offence is committed by a corporate managing officer the managing officer in question also commits the offence (subject to subsection (5)).]

Textual Amendments

F2 Ss. 34, 35 inserted (26.10.2023 but only so far as it confers a power to make regulations or relates to the exercise of the power, otherwise prosp.) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 146, 219(1)(2)(b)