Guidance

Life of a limited liability partnership (LLP)

Updated 18 November 2025

1. Relevant legislation

This guide answers many frequently asked questions and provides information on completing the most commonly used filings relating to this area. The guide is not drafted with unusual or complex transactions in mind. Specialist professional advice may be needed in those circumstances.

The main legislation that applies to limited liability partnerships is:

• The Limited Liability Partnerships Act 2000
• The Companies (Late Filing Penalties) and Limited Liability Partnerships (Filing Periods and Late Filing Penalties) Regulations 2008 – SI 2008/497
• The Limited Liability Partnerships (Accounts and Audit)(Application of Companies Act 2006) Regulations 2008 – SI 2008/1911
• The Small Limited Liability Partnerships (Accounts) Regulations 2008 – SI 2008/1912
• The Large and Medium-sized Limited Liability Partnerships (Accounts) Regulations 2008 – SI 2008/1913
• The Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009 SI 2009/1804
• The Companies and Limited Liability Partnerships (Accounts and Audit Exemptions and Change of Accounting Framework) Regulations 2012
• Limited Liability Partnership (Register of People with Significant Control) Regulations 2016

This guide will not cover every event that will come along during the life of your LLP. It’ll give you a good idea of your responsibilities and explain what to send us during the life of your LLP.

If you fail to file your LLP’s annual documents (confirmation statement and accounts), we may assume the LLP is no longer carrying on business or in operation and take steps to strike it from the register. If the registrar strikes off an LLP, it ceases to exist and its assets become Crown property.

Where an LLP is in operation, the designated members could be prosecuted because they’re personally responsible for ensuring they send us the LLP’s annual documents on time. Failing to do so is a criminal offence. There’s an automatic civil penalty for submitting accounts late.

By complying with your annual requirements and keeping your LLP public record up to date with the changes within your LLP, you’ll avoid any action against the LLP or its members and it’ll give searchers an up to date picture of your LLP.

2. Members and designated members

The difference between a member and a designated member and the responsibilities of the LLP’s members is covered in our guide on limited liability partnerships incorporation and names.

2.1 Changes to the LLP’s members 

When there is a change to a member’s details, or if the LLP appoints or terminates the appointment of a member, you must tell Companies House within 14 days of the change.

You can file changes online or using commercial software.

You can also file paper forms by post, but these usually take longer to process. The forms are:

• Appointment of an individual member – LL AP01
• Appointment of a corporate member – LL AP02
• Change of individual member’s details – LL CH01
• Change of corporate member’s details – LL CH02
• Termination of appointment of member – LL TM01

2.2 Information you must send to Companies House

When there’s a change in its members, the LLP must send the ‘required information’ to Companies House.

If you appoint an LLP member who is an individual, you must tell us: 

• their name and any former name
• a service address (which can be ‘the LLP’s registered office’)
• their usual residential address
• the country or state or part of the UK where they are usually resident
• if they are a ‘designated member’

If you appoint an LLP member that is a corporate member or firm, you must tell us: 

• its corporate or firm name
• its principal office address
• its registration number (if it’s a limited company incorporated and registered in the UK) or the legal form of the company or firm and the law by which it’s governed, and where it’s registered and its registration number (if relevant)
• if it’s a ‘designated member’

When the ‘required information’ about a member changes, you must update the member’s details on the Companies House register.

2.3 Differences between a service address and a usual residential address 

A service address is a correspondence address for the public register, which the member can use to receive communications from third parties about the partnership. It can be the same as the member’s residential address, or the registered office address of the LLP, or it can be somewhere different.

A residential address is the usual home address of the LLP member. You must file the home address with Companies House, but it will not be on the public register for everyone to see. It’s kept on a private register and only made available to predetermined organisations.

If you do not want your home address to be publicly available, you should choose a different address as your service address or registered office.

2.4 Residential addresses

Residential addresses will not appear on the public register if you only provide them in the correct part when you file an appointment or change of details. For paper forms, this will be on a separate page. For electronic filings, this will be shown in additional address fields. 

We’ll only provide residential address information to credit reference agencies and specified public authorities. See Your personal information on the Companies House register.

The LLP can only use a member’s residential address to communicate with the member and to send us information to update our records. The LLP cannot use this information for any other purpose unless required by the court. See Restricting the disclosure of your address if you are at serious risk. 

2.5 Changing the status of the members 

You can amend the position at any time. If you selected that all members were to be designated on incorporation or later, but now want only specified members to be designated, you’ll need to tell us about this change on form LL DE01.

If you selected that only specified members were to be designated on incorporation or later but now want all the members to be designated, you’ll need to tell us on form LL DE01. This will need to be accompanied by a change of member’s details on LL CH01 or LL CH02 for any member that’s not already a designated member. That member will need to give their consent to being a designated member. 

Where a designated member ceases to be a member, they are automatically no longer a designated member. If this means the number of designated members then falls to one, or none, the law states that all members become designated members. This does not change your filing requirements with Companies House.

You can tell us about these changes online or using commercial software.

3. PROOF (protected online filing)

PROOF is our protected online filing scheme. It provides additional security relating to the delivery of members details and registered office address for documents sent electronically:

Records held here are sometimes used to check the legitimacy of an LLP and its members before credit or loans are made. Therefore it’s important that the records are correct. LLPs are vulnerable to fraud if the wrong people register as LLP members or a bogus registered office address is filed.

In order to combat fraudsters posing as legitimate members, we offer LLPs a free, fully electronic and secure system for notifying changes of members and changes to the registered office address. If you opt to only send these forms electronically, they’ll be protected by electronic codes and we won’t accept notices from your LLP delivered in any other format.

You can opt into the scheme electronically, using the LLP authentication code to gain access to the appropriate web pages of our WebFiling service. Before opting in you must also agree to the terms and conditions of the scheme. Any change of members or change of registered office address are only accepted by us if they are delivered by the secure electronic method and never on a paper form.

This service is voluntary. You may opt-out at any time and we’ll revert to accepting submissions from your LLP sent electronically or on paper forms.

4. People with significant control (PSC)

A PSC is anyone who meets one or more of the conditions listed in the Limited Liability Partnership (Register of People with Significant Control) Regulations 2016. An LLP can have more than one PSC.

A PSC is a person who:

• holds, directly or indirectly, rights to share in more than 25% of the surplus assets on a winding up
• holds, directly or indirectly, more than 25% of the rights to vote on matters to be decided by a vote of the LLP’s members
• holds, directly or indirectly, the right to appoint or remove the majority of those entitled to be involved in the LLP’s management
• otherwise has the right to exercise, or actually exercises, significant influence or control over the LLP
• holds the right to exercise, or actually exercises, significant influence or control over the activities of a trust or firm which is not a legal entity, but would itself satisfy any of the first four conditions if it were an individual

4.1 PSC requirements

All LLPs must tell Companies House about their PSCs. You’ll need to determine who has a controlling interest in your LLP and provide this information to Companies House.

Information to help LLPs identify their PSC can be found in the online guidance.

LLPs must only tell Companies House about the details of their PSCs after they have confirmed those details.

In situations where LLPs do not have a PSC, or cannot provide confirmed details of their PSC, you must send a statement to Companies House to explain why. You must tell Companies House when a statement ceases to apply, and include the date of change.

4.2 Categories of PSC

There are 3 types of entity in law whose details must be provided as a PSC. These are

• an individual
• a registrable relevant legal entity (RLE)
• an other registrable person (ORP)

You must provide the following information about each entity.

For an individual PSC:

• the date that individual became a registrable person
• their name, country/state of residence and nationality
• their service address
• their usual residential address (not shown on the public register)
• their full date of birth (not shown on the public register) unless an election is in place for the PSC register
• the nature of their control over the LLP
• the date the individual confirmed their details

For a registrable relevant legal entity (RLE) (such as a company):

• the date that they became a registrable RLE
• their corporate name
• their address
• country/state (if applicable)
• the legal form of the corporate body
• the governing law under which the RLE was registered
• where the RLE was registered (if applicable)
• the RLE’s registration number (if applicable)
• the nature of their control over the LLP
• the date the RLE confirmed their details

For an other registrable person (ORP) (such as a corporation sole or local authority):

• their name
• their principal office
• the legal form of the person and the law by which they’re governed
• the date they became a registrable person
• the nature of their control over the LLP
• the date the ORP confirmed their details

4.3 PSC information

LLPs must give us their PSC information on incorporation. Any changes to the information must be sent to us within 14 days.

You can send Companies House this information online or using commercial software, or by posting paper forms.

4.4 Restricted disclosure of PSC information

Some LLPs will have PSCs whose information is protected. This could mean their usual residential address (URA) is protected so it’s not disclosed to credit reference agencies (CRAs), or that all of their PSC information is protected from disclosure on the public record, or both.

If you have a PSC whose URA is protected from being disclosed to CRAs, you can file the appropriate PSC related forms (LLPSC01 and LLPSC04) as normal, digitally or on paper. There’s a box on the form you should tick if an application for protection has been made or granted. The box on the form refers to an exemption under section 790ZF of Companies Act 2006.

If you have a PSC who has applied for, or been granted, protection so none of their PSC details are disclosed on the public register, you’ll need to file the appropriate PSC related forms on paper (LLPSC01, LLPSC04, LLPSC07, LLPSC08 and LLPSC09). A different version of the PSC form is used for this purpose and it’s only available from our secure registers team. A form can be requested by emailing secureforms@companieshouse.gov.uk or by telephone on 02920 348354.

5. Verifying your identity

You’ll need to verify your identity if you are a:

• member
• designated member
• person with significant control (PSC)

You’ll need to give the Companies House personal code for each member and PSC, and confirm they have verified their identity.

See Verifying your identity for Companies House.

6. Registered office

6.1 How to change the registered office

If your LLP wishes to change its registered office address, you must notify us of the new address on form LL AD01.

Your new registered office won’t take effect until we have entered it onto our database.

We use the Post Office address database to verify addresses. To avoid delays please ensure you use the correct address including full post code on all forms and documents sent for registration.

Your registered office address must be in the same part of the UK as where the LLP was incorporated. For example, an LLP registered in England and Wales must have its registered office in England or Wales - not in Scotland or Northern Ireland.

Your registered office must also be an ‘appropriate address’. An address is an ‘appropriate address’ if, in the ordinary course of events:  

• a document addressed to the LLP, and delivered there by hand or by post, would be expected to come to the attention of a person acting on behalf of the LLP
• the delivery of documents there is capable of being recorded by the obtaining of an acknowledgement of delivery

You can send us this change using our online or software filing service, or by sending the paper form to us by post.

7. LLP records

7.1 LLP records you need to make available for inspection

An LLP must keep and maintain a register of members. If the LLP issues debentures it must keep a register of debenture holders. If the LLP enters into a charge it must keep a register of charges together with the instrument creating the charge.

These registers must be kept available for inspection.

An LLP must also maintain a register of members’ residential addresses but this is not available for public inspection.

7.2 What you need to send us

If you do not keep all your records at the LLP’s registered office, you need to tell us the address of your alternative inspection location or any change in that address on form LL AD02. You also need to tell us which records you hold there on LL AD03, and when any of the records return to the registered office on form LL AD04.

You can send us this change using our online or software filing service, or by sending paper forms to us by post.

8. Charges

A charge is the security an LLP gives for a loan. An LLP that creates a charge (or any person interested in the charge) may send us the statement of particulars, together with a certified copy of the charge instrument (if there is one), along with the relevant fee.

For charges created before 6 April 2013, by an LLP registered in England and Wales or Northern Ireland, you must send the original charge instrument – not a certified copy)

If an LLP creates a charge and the required documents and fee are not delivered to the registrar for registration within the period allowed for delivery and in the event that the LLP becomes insolvent, the charge will be void against the liquidator or administrator and any creditor of the LLP. This means that the debt for which the charge was given will remain payable, but it will be unsecured. Only the court can grant an extension of time for registration of a charge that Companies House did not receive in time.

The period allowed for delivery is 21 days – details are set out in the table below.

There is a single, UK-wide regime for registering charges created on or after 6 April 2013. This means that all UK registered LLPs will send the same forms to us. The only form that continues to apply specifically to charges registered on or after 6 April 2013 in Scotland is form LLP466 - Particulars of an instrument of alteration to a floating charge.

8.1 Registration of Charges created on or after 6 April 2013

All charges may be registered, unless they’re specifically excluded. Those charges excluded are:

• A charge in favour of a landlord on a cash deposit given as a security in connection with the lease of land
• A charge created by a member of Lloyd’s (within the meaning of the Lloyd’s Act 1982) to secure its obligations in connection with its underwriting business at Lloyd’s
• A charge that any other Act specifically excludes from registration (for example, the Financial and Collateral Arrangements (No. 2) Regulations 2003)

8.2 Forms for charges created on or after 6 April 2013

Form number	Title	21 day time limit (Y/N)
LLMR01	Particulars of a charge created by a Limited Liability Partnership (LLP)	Y
LLMR02	Particulars of a charge subject to which property or undertaking has been acquired by a Limited Liability Partnership (LLP)	N
LLMR03	Particulars for the registration of a charge to secure a series of debentures by a Limited Liability Partnership (LLP)	Y
LLMR04	Statement of satisfaction in full or part of a charge by a Limited Liability Partnership (LLP)	N
LLMR05	Statement that part or the whole of the property has been released from the charge or no longer forms part of the Limited Liability Partnership’s (LLP’s) property	N
LLMR06	Statement of Limited Liability Partnership (LLP) acting as a trustee	N
LLMR07	Particulars of alteration of a charge (particulars of a negative pledge) for a Limited Liability Partnership (LLP)	N
LLMR08	Particulars of a charge created by a Limited Liability Partnership (LLP) where there is no instrument	Y
LLMR09	Particulars of a charge subject to which property or undertaking has been acquired by a Limited Liability Partnership (LLP) where there is no instrument	N
LLMR10	Particulars for the registration of a charge to secure a series of debentures by a Limited Liability Partnership (LLP) where there is no instrument	Y
LLRM01	Notice of appointment of administrative receiver, receiver or manager	N
LLRM02	Notice of ceasing to act as an administrative receiver, receiver or manager	N

8.3 Electronic filing

Forms LLMR01, LLMR02, LLMR04 and LLMR05 can be sent electronically using either WebFiling or software filing. This is the quickest, cheapest and most efficient way to file.

WebFiling

To use this service you’ll need to register for WebFiling. Unless the LLP is filing the charge itself, you’ll also need to apply for a lender authentication code (LAC). Companies House will create a LAC, as well as a presenter ID and a presenter authentication code.

LLPs may file charges against their own LLP using the company authentication code and will not need to obtain a LAC for this purpose.

Software filing

If you want to use software filing, you’ll need to apply for an account and either use your own software, or one of these software suppliers.

8.4 Things to remember when filing a form LLMR01

The Form LLMR01 is the most common charge form sent to us. (If there’s no instrument, you must use form LLMR08 instead). It’s important to act as quickly as possible and remember to:

• complete the correct form and send it to the correct registration office (if filing on paper) while also following any relevant notes on the form
• send the certified copy of the instrument creating or evidencing the charge with the form
• check that the details on the form are correct and match the information given in the instrument
• enclose the correct registration fee (£15 digital, £24 paper)

8.5 If the charge instrument contains personal information

You’ll be able to remove certain personal information from the certified copy of the instrument before you send it to us. The information you can remove is:

• personal information relating to an individual (other than the name of an individual)
• the number or other identifier of a bank or securities account of an LLP or individual
• a signature

It’s up to you how you choose to remove this information.

8.6 Acquisition of property which is already charged

If you acquire property that’s already subject to a charge, and the charge is a type which isn’t an excluded charge, you may register this charge. The LLP (or any person interested in the charge) should complete and send form LLMR02 to us, accompanied by a certified copy of the instrument that creates or evidences the charge.

If there’s no instrument, you must send form LLMR09 instead.

8.7 Satisfaction of Charges

When the LLP has satisfied the debt

The LLP doesn’t need to tell us that it has fully or partly satisfied the debt. However, it’s in the LLP’s own interests that potential investors and lenders are aware that it has satisfied all or part of the debt. If you wish to tell us, you should send form LLMR04.

If the charged property ceases to be charged or to belong to the LLP

There’s no requirement for an LLP to tell us that its property has been released from a charge, or that the property no longer belongs to the LLP. However, it is in the LLP’s own interests that potential investors and lenders are aware of this. If you wish to tell us, you should send form LLMR05.

Further information on the registration of charges created on or after 6 April 2013 can be found in Part 25 of the Companies Act 2006 (as amended by The Companies Act 2006 (Amendment of Part 25) Regulations 2013 as applied to LLPs by the Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009).

8.8 Registration of charges created before 6 April 2013

For LLPs incorporated in England and Wales, Wales and in Northern Ireland, the charges that must be registered are:

• a charge on land or any interest in land, other than a charge for any rent or other periodical sum issuing out of land
• a charge created or evidenced by an instrument which, if executed by an individual, would require registration as a bill of sale
• a charge for the purposes of securing any issue of debentures
• a charge on book debts of the LLP
• a floating charge on the LLP’s property or undertaking
• a charge on a ship or aircraft, or any share in a ship
• a charge on goodwill or on any intellectual property

For LLPs incorporated in Scotland, the charges that must be registered are:

• a charge on land or any interest in such land, other than a charge for any rent or other periodical sum payable in respect of the land
• a security over a ship or aircraft or any share in a ship
• a floating charge
• a security over incorporeal moveable property of any of the following categories:
  • goodwill
  • a patent or a licence under a patent
  • a trademark
  • a copyright or a licence under a copyright
  • a registered design or a licence in respect of such a design
  • a design right or a licence under a design right
  • the book debts (whether book debts of the LLP or assigned to it)

8.9 Forms for charges created before 6 April 2013

Title	Form number
Particulars of a Charge	LLMG01 (or LLMG01s for companies registered in Scotland)
Particulars of a charge subject to which property has been acquired	LLMG06 (or LLMG06s for companies registered in Scotland)
Particulars for the registration of a charge to secure a series of debentures	LLMG07 (or LLMG07s for companies registered in Scotland)
Particulars of an issue of secured debentures in a series	LLMG08 (or LLMG08s for companies registered in Scotland)