Do LLPs need to have a memorandum?


There seems to be lots of information out there about limited companies, but not much about LLPs so I can’t find an answer to this question anywhere! Sorry if it’s a silly one....

I understand that companies need a memorandum and articles of association when they are registered. Is it the same for LLPs? Do we need to provide a memorandum and articles with our application, or do we need something different?



Not a silly question at all. It’s one that we hear quite a lot because most people assume that an LLP will also require a memorandum of association. But the answer is: No, they do not!

A memorandum is only required by companies limited by shares or guarantee. Likewise, only companies are required to have articles of association. LLPs do not need articles. Instead, they can choose to draft a Partnership/LLP Agreement. This will set out the rules for running the business and the name of each member who has joined the partnership.

Unlike the memorandum and articles, a partnership agreement is a private document so there is no legal requirement for it to be filed Companies House or placed on public record.

We’ve got a useful guide about limited liability partnerships that you may find useful - click here to view.

a year ago

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