The Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009

CHAPTER 1 GENERAL REQUIREMENTS

Prohibited names and sensitive words and expressions

8.  Sections 53 to 56 apply to LLPs, modified so that they read as follows—

“Prohibited names

53.   An LLP must not be registered under the Limited Liability Partnerships Act 2000 (c. 12) by a name if, in the opinion of the Secretary of State—

(a) its use by the LLP would constitute an offence, or

(b) it is offensive.

Names suggesting connection with government or public authority

54.— (1) The approval of the Secretary of State is required for an LLP to be registered under the Limited Liability Partnerships Act 2000 (c. 12) by a name that would be likely to give the impression that the LLP is connected with—

(a) Her Majesty’s Government, any part of the Scottish Administration or Her Majesty’s Government in Northern Ireland,

(b) a local authority, or

(c) any public authority specified for the purposes of this section by regulations made by the Secretary of State.

(2) For the purposes of this section—

“local authority” means—

(a)

a local authority within the meaning of the Local Government Act 1972 (c. 70), the Common Council of the City of London or the Council of the Isles of Scilly,

(b)

a council constituted under section 2 of the Local Government etc (Scotland) Act 1994 (c. 39), or

(c)

a district council in Northern Ireland;

“public authority” includes any person or body having functions of a public nature.

(3) Regulations under this section are subject to affirmative resolution procedure.

Other sensitive words or expressions

55.— (1) The approval of the Secretary of State is required for an LLP to be registered under the Limited Liability Partnerships Act 2000 (c. 12) by a name that includes a word or expression for the time being specified in regulations made by the Secretary of State under this section.

(2) Regulations under this section are subject to approval after being made.

Duty to seek comments of government department or other specified body

56.— (1) The Secretary of State may by regulations under—

(a) section 54 (name suggesting connection with government or public authority), or

(b) section 55 (other sensitive words or expressions),

require that, in connection with an application for the approval of the Secretary of State under that section, the applicant must seek the view of a specified Government department or other body.

(2) Where such a requirement applies, the applicant must request the specified department or other body (in writing) to indicate whether (and if so why) it has any objections to the proposed name.

(3) Where a request under this section is made in connection with an application for the registration of an LLP under the Limited Liability Partnerships Act 2000 (c. 12), the application must—

(a) include a statement that a request under this section has been made, and

(b) be accompanied by a copy of any response received.

(4) Where a request under this section is made in connection with a change in an LLP’s name, the notice of the change sent to the registrar must—

(a) include a statement by a designated member of the LLP that a request under this section has been made, and

(b) be accompanied by a copy of any response received.

(5) In this section “specified” means specified in the regulations.”.

Permitted characters etc

9.  Section 57 applies to LLPs, modified so that it reads as follows—

“Permitted characters etc

57.— (1) The provisions of the Company and Business Names (Miscellaneous Provisions) Regulations 2009 (S.I. 2009/1085) relating to the characters, signs or symbols and punctuation that may be used in a registered name apply to LLPs.

(2) Those provisions are—

(a) regulation 2 and Schedule 1, and

(b) any other provisions of those Regulations having effect for the purpose of those provisions.

(3) In those provisions as they apply to LLPs—

(a) for “company” substitute “LLP”, and

(b) for “the Act” substitute “the Limited Liability Partnerships Act 2000”.

(4) An LLP may not be registered under the Limited Liability Partnerships Act 2000 (c. 12) by a name that consists of or includes anything that is not permitted in accordance with the provisions applied by this section.”.

Inappropriate use of indications of company type or legal form

10.  Section 65 applies to LLPs, modified so that it reads as follows—

“Inappropriate use of indications of company type or legal form

65.— (1) The provisions of the Company and Business Names (Miscellaneous Provisions) Regulations 2009 (S.I. 2009/1085) relating to inappropriate use of indications of company type or legal form apply to LLPs.

(2) Those provisions are—

(a) regulation 4 and Schedule 2, and

(b) any other provisions of those Regulations having effect for the purpose of those provisions.

(3) As applied to LLPs regulation 4 is modified so as to read as follows—

“4.— (1) An LLP must not be registered under the Limited Liability Partnerships Act 2000 (c. 12) by a name that includes in any part of the name—

(a) an expression or abbreviation specified in inverted commas in paragraph 3(a) to (o) or (r) to (v) in Schedule 2 (other than the abbreviation “LLP” or “PAC” (with or without full stops) at the end of its name), or

(b) an expression or abbreviation specified as similar.

(2) An LLP must not be registered under the Limited Liability Partnerships Act 2000 by a name that includes immediately before the expression “LIMITED LIABILITY PARTNERSHIP” OR “PARTNERIAETH ATEBOLRWYDD CYFYNGEDIG” or the abbreviations “LLP” or “PAC” an abbreviation specified in inverted commas in paragraph 3(v) of that Schedule (or any abbreviation specified as similar)”.”.