The Limited Liability Partnerships (Application of Company Law) Regulations 2024

Registered offices

16.—(1) Regulation 16 (general) is amended as follows.

(2) For section 86 of the 2006 Act(1) (an LLP’s registered office), as applied to LLPs by that regulation substitute—

“86.    Duty to ensure registered office at appropriate address

(1) An LLP must ensure that its registered office is at all times at an appropriate address within the meaning given by section 2(5) of the Limited Partnerships Act 2000.

(2) If an LLP fails, without reasonable excuse, to comply with this section an offence is committed by—

(a) the LLP, and

(b) every designated member of the LLP who is in default.

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

(a) in England and Wales, to a fine;

(b) in Scotland or Northern Ireland, to a fine not exceeding level 5 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 5 on the standard scale.

(4) Subsection (1) does not apply in relation to an LLP during any period for which the address of its registered office is a default address nominated by virtue of regulation 3 of the Registered Office Address (Rectification of Register) Regulations 2024 (S.I. 2024/233)(2).”.

(3) In section 87 of the 2006 Act(3) (change of address of registered office), as applied to LLPs by that regulation, after subsection (1) insert—

“(1A) The notice must include a statement that the new address is an appropriate address within the meaning given by section 2(5) of the Limited Liability Partnerships Act 2000.”.

(1)

Section 86 of the 2006 Act was substituted by section 28 of the Economic Crime and Corporate Transparency Act 2023 (“the 2023 Act”).

(2)

Regulation 3 is applied to LLPs by regulation 67 of the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 S.I. 2009/1804, amended by S.I. 2024/234.

(3)

Section 87 of the 2006 Act was amended by section 28 of the 2023 Act.