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

[F1 Register of people with significant control U.K.

31E.— (1) Section 790M (1) to [F2 (6A)] applies to LLPs, modified so that it reads as follows—

790M.    “Duty to keep register

(1) An LLP must keep a register of people with significant control over the LLP.

(2) The required particulars of any individual with significant control over the LLP who is “registrable” in relation to the LLP must be entered in the register [F3 before the end of the period of 14 days beginning with the day after all the required particulars of that individual are first confirmed].

(3) The LLP must not enter any of the individual’s particulars in the register until they have all been confirmed.

(4) Particulars of any individual with significant control over the LLP who is “non-registrable” in relation to the LLP must not be entered in the register.

[F4 (5) The required particulars of any entity that is a registrable relevant legal entity in relation to the LLP must be entered in the register before the end of the period of 14 days beginning with the day after the LLP first has all the required particulars of that entity.]

(6) If the LLP becomes aware of a relevant change (within the meaning of section 790E) with respect to a registrable person F5 ... whose particulars are stated in the register [F6 , the LLP must enter in the register—

(a) the changes to the required particulars resulting from the relevant change, and

(b) the date on which the relevant change occurred,

before the end of the period of 14 days beginning with the day after all of those changes and that date are first confirmed.]

[F7 (6A) If the LLP becomes aware of a relevant change (within the meaning of section 790E) with respect to a registrable relevant legal entity whose particulars are stated in the register, the LLP must enter in the register—

(a) the changes to the required particulars resulting from the relevant change, and

(b) the date on which the relevant change occurred,

before the end of the period of 14 days beginning with the day after the LLP first has details of all of those changes and that date.”]

[F8 (1A) Section 790M(7A) applies to LLPs, modified so that it reads as follows—

“(7A) If an LLP is required by the PSC Regulations to note an additional matter in its PSC register, the LLP must note the additional matter before the end of the period of 14 days beginning with the day after the requirement arises.”]

(2) Section 790M(9) to (14) applies to LLPs, modified so that it reads as follows—

“(9) A person’s required particulars, [F9 a change to such particulars and the date of any relevant change with respect to a person], are considered for the purposes of this section to have been “confirmed” if—

(a) the person supplied or confirmed them to the LLP (whether voluntarily, pursuant to a duty imposed by this Part or otherwise),

(b) another person did so but with that person’s knowledge, or

(c) they were included in a statement of initial significant control delivered to the registrar under section 12A by the persons who subscribed their names to the incorporation document in relation to the LLP.

(10) In the case of someone who was a registrable person or a registrable relevant legal entity in relation to the LLP on its incorporation—

(a) the date to be entered in the register as the date on which the individual became a registrable person, or the entity became a registrable relevant legal entity, is to be the date of incorporation, and

(b) in the case of a registrable person, that particular is deemed to have been “confirmed”.

(11) For the purposes of this section—

(a) if a person’s usual residential address is the same as his or her service address, the entry for him or her in the register may state that fact instead of repeating the address (but this does not apply in a case where the service address is stated to be “The LLP’s registered office”);

(b) see section 790J (exemptions) for cases where a person does not count as a registrable person or a registrable relevant legal entity.

(12) If an LLP makes default in complying with this section, an offence is committed by—

(a) the LLP, and

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

(13) A person guilty of an offence under this section is liable on summary conviction to a fine not exceeding level 3 on the standard scale and, for continued contravention, a daily default fine not exceeding one-tenth of level 3 on the standard scale.

(14) An LLP is not by virtue of anything done for the purposes of this section affected with notice of, or put upon inquiry as to, the rights of any person in relation to any shares or rights in or with respect to the LLP.”]

Textual Amendments

F1 Pt. 8A inserted (6.4.2016 except paras. 31E and 31K for specified purposes which come into force otherwise at 30.6.2016) by The Limited Liability Partnerships (Register of People with Significant Control) Regulations 2016 (S.I. 2016/340), reg. 1(2)(3), Sch. 1

F2 Word in reg. 31E substituted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(2) (with Sch. Pt. 2)

F3 Words in reg. 31E substituted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(3)(a) (with Sch. Pt. 2)

F4 Words in reg. 31E substituted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(3)(b) (with Sch. Pt. 2)

F5 Words in reg. 31E omitted (26.6.2017) by virtue of The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(3)(c)(i) (with Sch. Pt. 2)

F6 Words in reg. 31E substituted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(3)(c)(ii) (with Sch. Pt. 2)

F7 Words in reg. 31E inserted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(3)(c)(iii) (with Sch. Pt. 2)

F8 Words in reg. 31E inserted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(4) (with Sch. Pt. 2)

F9 Words in reg. 31E substituted (26.6.2017) by The Information about People with Significant Control (Amendment) Regulations 2017 (S.I. 2017/693), regs. 2, 25(5) (with Sch. Pt. 2)