Starting a Limited Liability Partership (LLP)

What is it?

Limited Liability Partnership (LLP) is an alternative business vehicle regulated under the Limited Liability Partnerships Act 2012 which combines the characteristics of a company and a conventional partnership. 

Who is it for? 

The LLP business structure is designed for all lawful business purposes with a view to make profit. LLP may also be formed by professionals such as Lawyers, Chartered Accountants and Company Secretaries for the purpose of carrying on their professional practice. The LLP concept will also support start ups, small and medium enterprises (SMEs) to grow their businesses without having to worry too much on their personal liabilities, personal assets and strict compliance requirements. 

Salient features 

Amongst others, LLP is featured with the protection of limited liability to its partners similar to the limited liability enjoyed by shareholders of a company coupled with flexibility of internal business regulation through partnership arrangement similar to a conventional partnership.

Any debts and obligations of the LLP will be borne by the assets of the LLP and not that of its partners’. An LLP has the legal status of a body corporate which is capable of suing and being sued in its own name, holding assets and doing such other acts and things in its name as bodies corporate may lawfully do and suffer.

LLP also offers flexibility in terms of its formation, maintenance and termination while simultaneously has the necessary dynamics and appeal to be able to compete domestically and internationally. With the introduction of LLP, entrepreneurs will have more options to choose the most preferred form of business vehicle.

Limited Liability Partnership (LLP or PLT) under the Limited Liability Partnership Act 2012

PLT is an alternative business vehicle to carry out business which combines the characteristics of private companies and conventional partnerships. PLT provides limited liability status to its partners and offers the flexibility of internal rules through agreements between partners. 

​​​Salient Features of LLP

  1. The LLP is a body corporate and has the legal personality separate from the partners (separate legal entity).
  2. LLP is a perpetual succession.
  3. Any partnership in the partnership will not affect the existence, right or liberty of the LLP.
  4. LLP has unlimited capability and is capable of suing and be sued for it, acquire, owning, holding and develop or dispose of property.
  5. LLP may do and suffer such other acts and things as bodies corporate may lawfully do and suffer.

Registration of LLP

  1. By minimum two (2) persons (in whole or in part, an individual or a body corporate);
  2. For any lawful business for the purpose of making a profit; and
  3. In accordance with the terms of the LLP agreement.

Who can register

  1. Professionals
  2. Small and medium business.
  3. Joint Venture.
  4. Venture Capital (Venture Capital)
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