A Limited Liability Partnership, or LLP, is a business structure that combines the flexibility of a partnership with limited liability for its members. To set one up, you must register it and provide details of its members and registered office. We prepare and file the registration for you. We also help you set or change the LLP’s accounting reference date, which decides when its financial year ends. Forms covered: LL IN01, LL AA01.
LL IN01 is made under section 2 of the Limited Liability Partnerships Act 2000 and the relevant provisions of the Companies Act 2006 as applied to LLPs, and is used to incorporate a limited liability partnership. It cannot be used to incorporate a company; form IN01 is used for that. It must not be used if any individual PSC is applying or has applied for protection from having their details disclosed on the public register; a separate form is available from secure@companieshouse.gov.uk. A fee is payable with the form.
The form does not print a filing deadline. The deadlines that follow incorporation are the first accounts (within 9 months of the accounting reference date, or within 21 months of incorporation where the first period exceeds 12 months, per GOV.UK and Companies House guidance) and the first confirmation statement, which is due within 14 days after the end of the first 12 months from incorporation. For members, GOV.UK guidance states that changes must be reported to Companies House within 14 days.
The proposed name must be available, and consent attached if the name is the same as one already on the register as permitted by the Company, Limited Liability Partnership and Business (Names and Trading Disclosures) Regulations 2015. There must be two designated members at all times, and unless there are at least two designated members all members will be designated.
Part 1 gives the LLP details: proposed name and name ending (A1, checked on the name availability search, duplicate names not permitted), sensitive or restricted words confirmation with a copy of the approval (A2), situation of the registered office as England and Wales, Wales, Scotland or Northern Ireland (A3), registered office address (A4), whether all members will be designated members (A5) and the registered email address (A6, not on the public record). Part 2 lists the proposed members: individual members (B1 to B6, including former names, month and year of birth, service address, full date of birth, usual residential address, section 243 box and identity verification details) and corporate members (C1 to C4, including principal office address, whether a UK-registered limited company and, if not, legal form, governing law and register details). Part 3 covers people with significant control: the statement of initial significant control (D1) or statement of no PSC (D2), individual PSCs (D3 to D11), relevant legal entities (E1 to E5) and other registrable persons (F1 to F6). Part 4 is the consent to act (G1), Part 5 the statement about individual PSC particulars (H1) and Part 6 the authentication (I1), by a solicitor engaged in the formation or a named member, certifying that two or more persons are associated for carrying on lawful business with a view to profit. The presenter information also shows where the certificate is to be sent: the presenter’s address or the registered office address.
LL AA01 is made under section 392 of the Companies Act 2006 as applied to limited liability partnerships and is used to change the accounting reference date relating to either the LLP’s current or immediately previous accounting period. It cannot be used to change a period for which the accounts are already overdue, or to extend a period beyond 18 months unless the LLP is in administration. The form must not be stapled.
The form does not print a fixed date, but it cannot be used for a period whose accounts are already overdue, so it must be filed before the accounts filing deadline for that period.
The LLP name and number must match the public register, section 2 and the new date in section 3 must be completed, section 4 completed if applicable and the form signed by a designated member, member, administrator, administrative receiver, receiver, receiver manager or judicial factor. The LLP should check its filing deadline on the Companies House website. Companies House no longer sends paper letters confirming the change.
Section 1 gives the LLP number and name. Section 2 gives the end date of the current or immediately previous accounting period. Section 3 gives the new accounting reference date, shown as shortened or extended. Section 4 is completed only if the period has been extended more than once in five years, and one box is ticked: the LLP is in administration, specific approval has been given by the Secretary of State (a copy is enclosed), or the extension aligns with a UK parent or subsidiary undertaking. Section 5 is the signature.