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SCHEDULE

E+W+S Names and registered offices

Part IE+W+S Names

Index of namesE+W+S

F11. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Textual Amendments

F1Sch. para. 1 repealed (1.10.2009) by Companies Act 2006 (c. 46), s. 1300(2), Sch. 16; S.I. 2008/2860, art. 4, Sch. 1 Pt. 1 (with arts. 7 8 Sch. 2) (which transitional provisions in Sch. 2 are amended (1.10.2009) by S.I. 2009/2476, arts. 1(3), 2(3)(4) and by S.I. 2009/1802, arts. 1, 18, Sch.)

Name to indicate statusE+W+S

2(1)The name of a limited liability partnership must end with—E+W+S

(a)the expression “limited liability partnership”, or

(b)the abbreviation “llp” or “LLP”.

(2)But if the incorporation document for a limited liability partnership states that the registered office is to be situated in Wales, its name must end with—

(a)one of the expressions “limited liability partnership” and “partneriaeth atebolrwydd cyfyngedig”, or

(b)one of the abbreviations “llp”, “LLP”, “pac” and “PAC”.

Registration of namesE+W+S

F23. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Change of nameE+W+S

4(1)A limited liability partnership may change its name at any time.E+W+S

[F3(2)The name of a limited liability partnership may also be changed—

(a) on the determination of a new name by a company names adjudicator under section 73 of the Companies Act 2006 (c. 46) as applied to limited liability partnerships (powers of adjudicator on upholding objection to name);

(b)on the determination of a new name by the court under section 74 of the Companies Act 2006 as so applied (appeal against decision of company names adjudicator);

(c)under section 1033 as so applied (name on restoration to the register).]

Notification of change of nameE+W+S

5(1)Where a limited liability partnership changes its name it shall deliver notice of the change to the registrar.E+W+S

F4(2). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

(3)Where the registrar receives [F5notice of a change of name] he shall (unless the new name is one by which a limited liability partnership may not be registered)—

[F6(a)enter the new name on the register in place of the former name, and]

(b)issue a certificate of the change of name.

(4)The change of name has effect from the date on which the certificate is issued.

Effect of change of nameE+W+S

6A change of name by a limited liability partnership does not—

(a)affect any of its rights or duties,

(b)render defective any legal proceedings by or against it,

and any legal proceedings that might have been commenced or continued against it by its former name may be commenced or continued against it by its new name.

Improper use of “limited liability partnership” etc.E+W+S

7(1)If any person carries on a business under a name or title which includes as the last words—E+W+S

(a)the expression “limited liability partnership” or “partneriaeth atebolrwydd cyfyngedig”, or

(b)any contraction or imitation of either of those expressions,

that person, unless a limited liability partnership or oversea limited liability partnership, commits an offence.

(2)A person guilty of an offence under sub-paragraph (1) is liable on summary conviction to a fine not exceeding level 3 on the standard scale.

Similarity of namesE+W+S

F78. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .