The Limited Liability Partnerships (Application of Companies Act 2006) Regulations 2009

Public notice of receipt of certain documents

63.  Sections 1077 to 1079 apply to LLPs, modified so that they read as follows—

“Public notice of receipt of certain documents

1077.— (1) The registrar must cause to be published—

(a) in the Gazette, or

(b) in accordance with section 1116 (alternative means of giving public notice),

notice of the receipt by the registrar of any document specified in section 1078.

(2) The notice must state the name and registered number of the LLP, the description of document and the date of receipt.

(3) The registrar is not required to cause notice of the receipt of a document to be published before the date of incorporation of the LLP to which the document relates.

The section 1077 documents

1078.   The following documents are specified for the purposes of section 1077—

Constitutional documents
1.	The LLP’s incorporation document.
2.	Any notice delivered under section 8(4) of the Limited Liability Partnerships Act 2000 (c. 12).
3.	Any notice of the change of the LLP’s name.
Members
1.	Notification of any change in the membership of the LLP.
2.	Notification of any change in the particulars of members required to be delivered to the registrar.
Accounts and returns
1.	All documents required to be delivered to the registrar under section 441 (annual accounts).
2.	The LLP’s annual return.
Registered office
Notification of any change of the LLP’s registered office.
Winding up
1.	Copy of any winding-up order in respect of the LLP.
2.	Notice of the appointment of liquidators.
3.	Order for the dissolution of an LLP on a winding up.
4.	Return by a liquidator of the final meeting of an LLP on a winding up.

Effect of failure to give public notice

1079.— (1) An LLP is not entitled to rely against other persons on the happening of any event to which this section applies unless—

(a) the event has been officially notified at the material time, or

(b) the LLP shows that the person concerned knew of the event at the material time.

(2) The events to which this section applies are—

(a) (as regards service of any document on the LLP) a change of the LLP’s registered office,

(b) the making of a winding-up order in respect of the LLP, or

(c) the appointment of a liquidator in a voluntary winding up of the LLP.

(3) If the material time falls—

(a) on or before the 15th day after the date of official notification, or

(b) where the 15th day was not a working day, on or before the next day that was,

the LLP is not entitled to rely on the happening of the event as against a person who shows that he was unavoidably prevented from knowing of the event at that time.

(4) “Official notification” means—

(a) in relation to anything stated in a document specified in section 1078, notification of that document in accordance with section 1077;

(b) in relation to the appointment of a liquidator in a voluntary winding up, notification of that event in accordance with section 109 of the Insolvency Act 1986 (c. 45) or Article 95 of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I.19)).”.