United Kingdom

A limited liability partnership is a new form of legal business entity with limited liability.

The main features of limited liability partnerships are that they have organizational flexibility but are taxed as partnerships. In many other respects they are very similar to companies.
The members exemption from UK tax is only applicable provided that no business or trade is carried out with or within the United Kingdom.
The tax authorities in the United Kingdom have confirmed that the taxation base of a limited liability partnership will follow the procedure operated in the past for partnerships. The limited liability partnership itself will not be liable for taxation on profits or gains arising within the partnership, but the profits or gains will be assessed to tax separately on the individual partners.

 

Advantages:

Any person or legal entity can be a partner in a UK LLP. There are no restrictions on the nationality or residency of the partners, i.e. LLP partners may be either residents or nonresidents of the UK;
UK LLP taxation is advantageous when its partners are foreigners. Its income is passed through to its partners and taxed at the individual partner level, without any income tax assessment at the LLP entity level.

  • A UK LLP is as flexible business tool as the members make it according to their needs.
  • An LLP in UK can have a VAT number, which is an advantage for those trading within Europe.
  •  An LLP must be formed for the purpose of carrying on a lawful business with a view to profit.
  •  A UK LLP must start trading within a year of its incorporation; otherwise it will be struck off by Companies House.

 

Membership

A UK LLP can have at least two or more members (partners) with equal responsibilities. The profit of an LLP is divided between the partners in the proportion of their participation in the LLP.
Details of all UK LLP members must be recorded with the Companies House and therefore are available to public.
A UK LLP must have at least two, formally appointed, Designated members. Designated members have the same rights and duties towards the LLP as any other member. However, they are responsible to perform specific rights and duties (like signing the Company Accounts, signing any changes on forms for Companies House, signing the company Annual return) on behalf of the LLP.

 

Membership Agreement

All the members of a UK LLP must draw an Agreement. This is the main document that declares the company structure, corporate activities, the rights and duties of members, the share percentages, etc. If a corporate bank account is opened, this Agreement must be shown to the bank, and there must be a minute to open the Bank Account.
The UK LLP agreement also covers the relationship between the members and the separate corporate entity, which is the LLP.

 

In order to start with the procedure please send us the following documents:

  •  Name of the company (2-3 suggestions)
  •  Certified copy of the passport (for each owner, member…)
  •  Proof of the address (utility bill, bank statements, bank reference letter)
  •  Payment to the EURO COMMERCE LLC bank account

INCORPORATION COSTS
  • Registered office
    Apostille certificaiton
    Self-Assessment/Tax Reference No.
    Courier fee
    1280 GBP

ANNUAL FEES
  • Renewal fees
    600 GBP

OTHER SERVICES
  • 2 Nominee Partners
    + 750 GBP
Full list of optional costs available upon request

About United Kingdom (UK)

The United Kingdom of Great Britain and Northern Ireland, commonly known as the United Kingdom (UK) or Britain is a sovereign country in western Europe. Lying off the north-western coast of the European mainland, it includes the island of Great Britain (the name of which is also loosely applied to the whole country), the north-eastern part of the island of Ireland, and many smaller islands.
The United Kingdom is a unitary state under a constitutional monarchy. Queen Elizabeth II is the head of state of the UK as well as monarch of fifteen other independent Commonwealth countries. The monarch has “the right to be consulted, the right to encourage, and the right to warn”.

The UK has a parliamentary government based on the Westminster system that has been emulated around the world: a legacy of the British Empire. The parliament of the United Kingdom meets in the Palace of Westminster and has two houses: an elected House of Commons and an appointed House of Lords. All bills passed are given Royal Assent before becoming law.

 

What is UK LLP

The main features of limited liability partnerships are that they have organizational flexibility but are taxed as partnerships. In many other respects they are very similar to companies.
The partners in an LLP aren’t personally liable for debts the business can’t pay – their liability is limited to the amount of money they invest in the business. Partners’ responsibilities and share of the profits are set out in an LLP agreement. The law states that a trade, profession or business conducted by an LLP shall be treated as though carried out in partnership by its members. The effect of this is to ensure that members of an LLP are taxed as though they are partners in a partnership.

 

Tax in UK

The member’s exemption from UK tax is only applicable provided that no business or trade is carried out with or within the United Kingdom.
The tax authorities in the United Kingdom have confirmed that the taxation base of a limited liability partnership will follow the procedure operated in the past for partnerships. The limited liability partnership itself will not be liable for taxation on profits or gains arising within the partnership, but the profits or gains will be assessed to tax separately on the individual partners.
In order to remain this status a limited liability partnership must be a commercial venture operating with a view to profit that is not in liquidation.

 

Nominee Service

Nominee service is available and is consisted of two designated members/partners.

 

Accounting and Audit

Please note that the LLP will be required to file a corporate tax return annually (though no tax is payable by the LLP) and abbreviated balance sheet from the accounts. The advance quotation will be possible after receiving relevant bank statements etc at the year end.

If the company’s turnover is in excess of 5.6 M GBP or assets value more than 2.8 M GBP, then an audit is required and we can recommend a professional firm of accountants.

 

List of documents received for standard UK LLP

  • Certificate of Incorporation
  • Appointment report

 

Privacy

Company House will hold on public records only names of the Members, which are commonly offshore entities.

 

Restricted activities

There are restrictions on Trading for specified categories, which include banking, insurance, financial services, consumer credit related services and employment agencies.

 

Bank account

For UK LLP we can assist you with the bank account opening internationally. The banks we cooperate with are reliable financial institutions with a long tradition in private and corporate banking. Our clients are provided with an excellent customer service, online banking, Visa and/or Master cards, as well as other services, such as factoring, foreign exchange, savings and specialized banking solutions.

 

More Info