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HMRC internal manual

VAT Refunds

Claims for overdeclared output tax: Who can claim: Limited liability partnerships

Section 1(2) of the Limited Liability Partnership Act 2000 provides that:

“(2) A limited liability partnership is a body corporate (with legal personality separate from that of its members) which is formed by being incorporated under this Act; and—

…references to a limited liability partnership are to such a body corporate.”

The result is that claims under Section 80 of the VAT Act 1994 may only be made by, or on behalf of, the limited liability partnership (LLP) and repayments can only be made to the partnership.

Ex-partners cannot make claims for amounts overdeclared by way of output tax by an LLP after it has been dissolved.

A limited liability partnership will be registered on the Register of Limited Liability Partnerships maintained by the Registrar of Companies. If they are not registered, they should be treated as general partnerships with all partners holding the rights and liabilities of general partners.