PART 2Partnerships

CHAPTER 1Limited partnerships etc.

Registered offices

I1114A limited partnership’s registered office: transitional provision

1

This section applies in relation to a limited partnership registered under the Limited Partnerships Act 1907 in pursuance of an application for registration delivered to the registrar before section 113(3) came fully into force.

2

The general partners must, within the transitional period, deliver to the registrar a statement specifying—

a

the address of its registered office (which must be an appropriate address within the meaning given by section 8E(2) of that Act (inserted by section 113(4) of this Act)), and

b

which of the addresses in section 8E(2)(c) of that Act the address is.

3

If the statement under subsection (2)(b) specifies that the address is an address mentioned in section 8E(2)(c)(iv) of the Limited Partnerships Act 1907, the notice must be accompanied by a statement by the authorised corporate service provider confirming that the address is the authorised corporate service provider’s address.

4

The provisions mentioned in subsection (5) do not apply in respect of the limited partnership until—

a

the end of the transitional period, or

b

if earlier, the delivery of the statement mentioned in subsection (2).

5

Those provisions are—

a

section 8E of the Limited Partnerships Act 1907 (inserted by section 113(4) of this Act);

b

section 10D(2)(b) of that Act (inserted by section 126 of this Act).

6

In this section—

  • “the registrar” has the same meaning as in the Limited Partnerships Act 1907 (see section 15 of that Act);

  • “transitional period” means the period of 6 months beginning when section 113(3) came fully into force.

7

Failure by the general partners in the limited partnership to comply with subsection (2) is, in the absence of any evidence to the contrary, to be treated by the registrar as reasonable cause to believe that the limited partnership has been dissolved for the purposes of section 19 of the Limited Partnerships Act 1907 (registrar’s power to confirm dissolution of limited partnership) (inserted by section 141 of this Act).

8

Where the registrar proposes to rely on a failure by the general partners in the limited partnership to comply with subsection (2) as grounds for exercising the power in section 19 of the Limited Partnerships Act 1907, subsections (2) to (4) of that section (publication of warning notice) do not apply.