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HMRC internal manual

Compliance Operational Guidance

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HM Revenue & Customs
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Supporting Guidance: employer compliance: guidance by subject: letter of offer: specimens - limited liability partnerships (LLPs)

Limited Liability Partnerships (LLPs) are not partnerships in the traditional sense of a partnership. They are a statutory creation of the Limited Liability Partnership Act 2000.

This means that in general law they are a corporate body which has limited liability. LLPs have members not partners - section 4 of the above act.

You will find more information on LLPs at BIM82100.

LLPs can also be employers in their own right and therefore have the normal responsibilities of an employer in relation to the operation of PAYE/NIC and other employee issues.

Where you identify inaccuracies in relation to these responsibilities resulting in a settlement, it is the liability of the LLP and not the members. It is therefore the LLP that will make the offer and the LLP, as a “corporate body,” that will be pursued in default.

The letter of offer can be signed by two members and will not need to be on a ’joint and several’ basis as is the case for traditional partnerships.

The following are specimen letters of offer for completion by a LLP. Where you have a voluntary element or an instalment arrangement and a suspended penalty, you can copy and paste the appropriate ‘suspension’ wording from specimen 5. In other cases of difficulty, contact TAA Liverpool.

Employer failures - lump sum offer. Specimen letter 1 (Word 32KB) Employer failures - instalment arrangement. Specimen letter 2 (Word 33kb) 

Employer failures and voluntary employee settlement - lump sum offer. Specimen letter 3 (Word 36KB) 

Employer failures and voluntary employee settlement - instalment arrangement. Specimen letter 4 (Word 35KB) 

Employer failures - including suspended penalty. Specimen letter 5 (Word 34KB)