{
  "url": "https://openlegislation.uk/limited-liability-partnerships-regulations-2001/schedule-3",
  "json_url": "https://openlegislation.uk/limited-liability-partnerships-regulations-2001/schedule-3.json",
  "legislation": "uksi/2001/1090",
  "legislation_title": "Limited Liability Partnerships Regulations 2001",
  "legislation_url": "https://openlegislation.uk/limited-liability-partnerships-regulations-2001",
  "path": "schedule/3",
  "kind": "schedule",
  "number": "3",
  "heading": "MODIFICATIONS TO THE 1986 ACT",
  "text": "Provisions\nModifications\nSection A3 (obtaining a moratorium by filing or lodging documents at court)\nsubsection (1)\nOmit paragraph (b) and the “and” preceding it.\nsubsection (2)\nFor “directors” substitute “designated members”.\nSection A4 (obtaining a moratorium for company subject to winding-up petition)\nsubsection (2)\nFor “directors” substitute “designated members”.\nSection A5 (obtaining a moratorium for other overseas companies)\nOmit.\nSection A6 (the relevant documents)\nsubsection (1)\nIn paragraph (a) for “directors wish” substitute “limited liability partnership wishes”.\nIn paragraph (d) for “directors” substitute “designated members”.\nSection A7 (beginning of moratorium and appointment of monitor)\nsubsection (1)\nOmit paragraph (c).\nSection A8 (obligations to notify where moratorium comes into force)\nsubsection (1)\nFor “directors” substitute “designated members”.\nsubsection (4)\nFor “directors” substitute “designated members”, and for “director” substitute “designated member”.\nSection A10 (extension by directors without creditor consent)\nsubsection (1)\nIn the words before paragraph (a) for “directors” substitute “designated members”.\nIn paragraph (a) for “directors wish” substitute “limited liability partnership wishes”.\nIn paragraph (b) for “directors” substitute “designated members”.\nIn paragraph (c) for “directors” substitute “designated members”.\nSection A11 (extension by directors with creditor consent)\nsubsection (1)\nIn the words before paragraph (a) for “directors” substitute “designated members”.\nIn paragraph (a) for “directors wish” substitute “limited liability partnership wishes”.\nIn paragraph (b) for “directors” substitute “designated members”.\nIn paragraph (c) for “directors” substitute “designated members”.\nIn paragraph (e) for “directors” substitute “designated members”.\nSection A13 (extension by court on application of directors)\nsubsection (1)\nFor “directors” substitute “designated members”.\nsubsection (2)\nIn paragraph (a) for “directors” substitute “designated members”.\nIn paragraph (b) for “directors” substitute “designated members”.\nIn paragraph (c) for “directors” substitute “designated members”.\nSection A14 (extension while proposal for CVA pending)\nsubsection (1)\nIn paragraph (a) for “directors make” substitute “limited liability partnership makes”.\nsubsection (3)\nIn paragraph (a) for “company and its creditors both” substitute “creditors of the limited liability partnership”.\nOmit paragraph (b).\nSection A17 (obligations to notify change in end of moratorium)\nsubsection (1)\nFor “directors of a company” substitute “designated members of a limited liability partnership”.\nIn the table, for the heading of the third column substitute “the designated members must”.\nsubsection (6)\nFor “directors” substitute “designated members”, and for “director” substitute “designated member”.\nSection A20 (restrictions on insolvency proceedings etc)\nsubsection (1)\nIn paragraph (a) for “directors” substitute “limited liability partnership”.\nOmit paragraphs (b) and (c).\nIn paragraph (d) for “directors” substitute “limited liability partnership”.\nIn paragraph (e) for “directors” substitute “limited liability partnership”.\nIn paragraph (f) omit “or 22(1)”.\nIn paragraph (g) omit “or 22(1)”.\nSection A24 (duty of directors to notify monitor of insolvency proceedings etc)\nsubsection (1)\nFor “directors of a company must notify the monitor before taking” substitute “designated members of a limited liability partnership must notify the monitor before the limited liability partnership takes”.\nIn paragraph (c) substitute “22” for “22(2)”.\nsubsection (2)\nOmit.\nsubsection (3)\nOmit “or (2)”.\nsubsection (4)\nFor subsection (4) substitute—\n“(4) If the designated members fail to comply with subsection (1), any designated member who did not have a reasonable excuse for the failure commits an offence.”\nSection A31 (disposal of charged property free from charge)\nsubsection (7)\nFor “directors” substitute “designated members”.\nsubsection (8)\nFor “directors” substitute “designated members”, and for “director” substitute “designated member”.\nSection A32 (disposal of hire-purchase property)\nsubsection (5)\nFor “directors” substitute “designated members”.\nsubsection (6)\nFor “directors” substitute “designated members”, and for “director” substitute “designated member”.\nSection A36 (provision of information to monitor)\nsubsection (1)\nFor “directors” substitute “designated members”.\nsubsection (2)\nFor “directors” substitute “designated members”.\nSection A38 (termination of moratorium by monitor)\nsubsection (1)\nIn paragraph (c) for “directors” substitute “designated members”.\nSection A39 (replacement of monitor or appointment of additional monitor)\nsubsection (3)\nFor “directors” substitute “designated members”.\nSection A42 (challenge to monitor’s actions)\nsubsection (2)\nIn paragraph (a) omit “, director”.\nSection A44 (challenge to directors’ actions)\nsubsection (1)\nIn the text before paragraph (a) omit “or member”.\nIn paragraph (a), omit “or members” in both places where it appears.\nSection A48 (prosecution of delinquent officers of company)\nsubsection (3)\nOmit paragraph (c) and the “and” preceding it.\nSection A49 (regulated companies: modifications to this Part)\nsubsection (4)\nFor “directors” substitute “designated members”.\nsubsection (5)\nFor “directors” substitute “designated members”, and for “director” substitute “designated member”.\nSection 1 (those who may propose an arrangement)\nsubsection (1)\nFor “The directors of a company” substitute “A limited liability partnership” and delete “to the company and”.\nsubsection (3)\nAt the end add “but where a proposal is so made it must also be made to the limited liability partnership”.\n. . .\n. . .\nThe following modifications to sections 2 to 7 apply where a proposal under section 1 has been made by the limited liability partnership.\nSection 2 (procedure where the nominee is not the liquidator or administrator)\n. . .\n. . .\nsubsection (2)\nIn paragraph (aa) for “meetings of the company and of it creditors” substitute “a meeting of the creditors of the limited liability partnership”;In paragraph (b) for the first “meetings” substitute “a meeting” and for the second “meetings” substitute “meeting”.\nsubsection (2)\nIn paragraph (b) omit “a meeting of the company and by”.\nOmit paragraph (c).\nsubsection (3)\nFor “the person intending to make the proposal” substitute “the designated members of the limited liability partnership”.\nsubsection (4)\nIn paragraph (a) For “the person intending to make the proposal” substitute “the designated members of the limited liability partnership”. In paragraph (b) for “that person” substitute “those designated members”.\nSection 3 (summoning of meetings)\nsubsection (1)\nFor “such meetings as are mentioned in section 2(2)” substitute “a meeting of creditors” and for “those meetings” substitute “that meeting”.\nsubsection (2)\nDelete subsection (2).\nsubsection (1)\nFor subsection (1) substitute—\n“(1) Where the nominee under section 1 is not the liquidator or administrator, and it has been reported to the court under section 2(2) that the proposal should be considered by the creditors of the limited liability partnership, the person making the report shall (unless the court otherwise directs) seek a decision from the creditors of the limited liability partnership as to whether they approve the proposal.”.\nsubsection (2)\nOmit paragraph (a).\nSection 4 (decisions of meetings)\nsubsection (1)\nFor “meetings” substitute “meeting”.\nsubsection (1)\nOmit paragraph (a).\nsubsection (1A)\nFor “The company and its creditors” substitute “The creditors of the limited liability partnership”.\nsubsection (3)\nFor “Neither the company nor its creditors” substitute “The creditors of the limited liability partnership may not”.\nsubsection (4)\nFor “Neither the company nor its creditors” substitute “The creditors of the limited liability partnership may not”.\nsubsection (4A)\nFor “neither the company nor its creditors may” substitute “the creditors of the limited liability partnership may not”.\nsubsection (5)\nFor “each of the meetings” substitute “the meeting”.\nsubsection (5)\nOmit “the meeting of the company and”.\nnew subsection (5A)\nInsert a new subsection (5A) as follows— “(5A) If modifications to the proposal are proposed at the meeting the chairman of the meeting shall, before the conclusion of the meeting, ascertain from the limited liability partnership whether or not it accepts the proposed modifications; and if at that conclusion the limited liability partnership has failed to respond to a proposed modification it shall be presumed not to have agreed to it.”\nnew subsection (5A)\nInsert a new subsection (5A) as follows—\n“(5A) If modifications to the proposal are proposed by creditors, the nominee under section 1(2) must, before the date on which the creditors are to be asked whether to approve the proposed voluntary arrangement, ascertain from the limited liability partnership whether or not it agrees to the proposed modifications; and if at that date the limited liability partnership has failed to respond to a proposed modification, it shall be presumed not to have agreed to it.”\nsubsection (6)\nFor “either” substitute “the”; after “the result of the meeting”, in the first place where it occurs, insert “(including, where modifications to the proposal were proposed at the meeting, the response to those proposed modifications made by the limited liability partnership)”; and at the end add “and to the limited liability partnership”.\nsubsection 6\nOmit.\nsubsection (6A)\nIn paragraph (a) after “creditors’ decision” insert “(including, where modifications to the proposal were proposed, the response of the limited liability partnership)”.\nIn paragraph (b) after “be prescribed” insert “and to the limited liability partnership”.\nSection 4A (approval of arrangement)\nsubsection (2)\nOmit “— (a)”.\nFor “both meetings” substitute “the meeting”.\nOmit the words from “, or” to “that section”.\nsubsection (2)\nIn paragraph (a) for “meeting of the company summoned under section 3 and by the company’s creditors pursuant to that section, or”, substitute “the creditors of the limited liability partnership pursuant to section 3”;\nOmit paragraph (b).\nsubsection (3)\nOmit.\nsubsection (4)\nOmit.\nsubsection (5)\nOmit.\nsubsection (5A)\nOmit.\nsubsection (6)\nOmit.\nSection 5 (effect of approval)\n. . .\n. . .\nsubsection (4)\nFor “each of the reports” substitute “the report”.\nsubsection (4)\nIn paragraph (a) for “each of the reports required by section 4(6) and (6A)” substitute “the report required by section 4(6A)”.\nSection 6 (challenge of decisions)\nsubsection (1)\nFor ... “either of the meetings” substitute “the meeting”.\nsubsection (2)\nFor “either of the meetings” substitute “the meeting” and after paragraph (aa) add a new paragraph (ab) as follows— “(ab) any member of the limited liability partnership; and”\nOmit the word “and” at the end of paragraph (b) and omit paragraph (c).\nsubsection (3)\nFor “each of the reports” substitute “the report”.\nsubsection (4)\nFor subsection (4) substitute the following— “(4) Where on such an application the court is satisfied as to either of the grounds mentioned in subsection (1), it may do one or both of the following, namely—\n(a) revoke or suspend any decision approving the voluntary arrangement which has effect under section 4A;\n(b) give a direction to any person for the summoning of a further meeting to consider any revised proposal the limited liability partnership may make or, in a case falling within subsection (1)(b), a further meeting to consider the original proposal.”.\nsubsection (5)\nFor ... “meetings” substitute “a meeting” ... and for “person who made the original proposal” substitute “limited liability partnership”.\nsubsection (1)\nIn paragraph (b) omit “the meeting of the company, or in relation to”.\nsubsection (2)\nIn paragraph (a) omit “at the meeting of the company or”.\nAfter paragraph (aa) insert a new paragraph as follows—\n“(ab) any member of the limited liability partnership; and”.\nOmit the word “and” at the end of paragraph (b).\nOmit paragraph (c).”\nsubsection (3)\nIn paragraph (a) for “each for the reports required by section 4(6) and (6A)” substitute “the report required by section 4(6A)”.\nsubsection (4)\nFor subsection (4) substitute the following—\n“(4) Where on such an application the court is satisfied as to either of the grounds mentioned in subsection (1), it may do either of the following, namely—\n(a) revoke or suspend any decision approving the voluntary arrangement which has effect under section 4A or, in a case falling within subsection (1)(b) any decision taken in the relevant qualifying decision procedure which has effect under that section;\n(b) direct any person—\n(i) to seek a decision from the creditors of the limited liability partnership, using a qualifying decision procedure, as to whether they approve any revised proposal the person who made the original proposal may make; or\n(ii) in a case falling within subsection (1)(b) and relating to the relevant qualifying decision procedure, to seek a decision from the creditors of the limited liability partnership, using a qualifying decision procedure, as to whether they approve the original proposal.”\nsubsection (5)\nOmit “or (c)”.\nsubsection (7)\nOmit paragraph (a).\nSection 6A (false representations, etc)\nsubsection (1)\nOmit “members or”.\nSection 7 (implementation of proposal)\n. . .\n. . .\nsubsection (2)\nIn paragraph (a) omit “one or both of” and for “meetings” substitute “meeting”.\nsubsection (2)\nIn paragraph (a) for “company or its creditors (or both)” substitute “creditors of the limited liability partnership”.\nThe following modifications to sections 2 and 3 apply where a proposal under section 1 has been made, where the limited liability partnership is in administration, by the administrator or, where the limited liability partnership is being wound up, by the liquidator.\nSection 2 (procedure where the nominee is not the liquidator or administrator)\nsubsection (2)\nIn paragraph (a) for “meetings of the company” substitute “meetings of the members of the limited liability partnership”.\nsubsection (2)\nIn paragraph (b) for “the company” substitute “members of the limited liability partnership”.\nSection 3 (summoning of meetings)\nsubsection (2)\nFor “meetings of the company” substitute “a meeting of the members of the limited liability partnership”.\nsubsection (2)\nIn paragraph (a) for “the company” substitute “members of the limited liability partnership”.\n. . .\n. . .\nSection 73 (alternative modes of winding up)\nsubsection (1)\nDelete “,within the meaning given to that expression by section 735 of the Companies Act,”.\nSection 74 (liability as contributories of present and past members)\nFor section 74 there shall be substituted the following—\n“74 When a limited liability partnership is wound up every present and past member of the limited liability partnership who has agreed with the other members or with the limited liability partnership that he will, in circumstances which have arisen, be liable to contribute to the assets of the limited liability partnership in the event that the limited liability partnership goes into liquidation is liable, to the extent that he has so agreed, to contribute to its assets to any amount sufficient for payment of its debts and liabilities, and the expenses of the winding up, and for the adjustment of the rights of the contributories among themselves.\nHowever, a past member shall only be liable if the obligation arising from such agreement survived his ceasing to be a member of the limited liability partnership.”\nSection 75 to 78\nDelete sections 75 to 78.\nSection 79 (meaning of “contributory”)\nsubsection (1)\nIn subsection (1) for “every person” substitute “(a) every present member of the limited liability partnership and (b) every past member of the limited liability partnership”.\nsubsection (2)\nAfter “section 214 (wrongful trading)” insert “or\n214A (adjustment of withdrawals)”.\nsubsection (3)\nDelete subsection (3).\nSection 83 (companies registered under Companies Act, Part XXII, Chapter II)\nDelete section 83.\nSection 84 (circumstances in which company may be wound up voluntarily)\nsubsection (1)\nFor subsection (1) substitute the following— “(1) A limited liability partnership may be wound up voluntarily when it determines that it is to be wound up voluntarily.”\nsubsection (2)\nOmit subsection (2).\nsubsection (2A)\nFor “company passes a resolution for voluntary winding up” substitute “limited liability partnership determines that it is to be wound up voluntarily” and for “resolution” where it appears for the second time substitute “determination”.\nsubsection (2B)\nFor “resolution for voluntary winding up may be passed only” substitute “determination to wind up voluntarily may only be made” and in sub-paragraph (b), for “passing of the resolution” substitute “making of the determination”.\nsubsection (3)\nFor subsection (3) substitute the following— “(3) Within 15 days after a limited liability partnership has determined that it be wound up there shall be forwarded to the registrar of companies either a printed copy or else a copy in some other form approved by the registrar of the determination.”\nsubsection (4)\nAfter subsection (4) insert a new subsection (5) — “(5) If a limited liability partnership fails to comply with this regulation the limited liability partnership and every designated member of it who is in default is liable on summary conviction to a fine not exceeding level 3 on the standard scale.”\nSection 85 (notice of resolution to wind up)\nsubsection (1)\nFor subsection (1) substitute the following— “(1) When a limited liability partnership has determined that it shall be wound up voluntarily, it shall within 14 days after the making of the determination give notice of the determination by advertisement in the Gazette.”\nSection 86 (commencement of winding up)\nSubstitute the following new section— “86 A voluntary winding up is deemed to commence at the time when the limited liability partnership determines that it be wound up voluntarily.”.\nSection 87 (effect on business and status of company)\nsubsection (2)\nIn subsection (2), for “articles” substitute “limited liability partnership agreement”.\nSection 88 (avoidance of share transfers, etc. after winding-up resolution)\nFor “shares” substitute “the interest of any member in the property of the limited liability partnership”.\nSection 89 (statutory declaration of solvency)\nFor “director(s)” wherever it appears in section 89 substitute “designated member(s)”;\nsubsection (2)\nFor paragraph (a) substitute the following— “(a) it is made within the 5 weeks immediately preceding the date when the limited liability partnership determined that it be wound up voluntarily or on that date but before the making of the determination, and”.\nsubsection (3)\nFor “the resolution for winding up is passed” substitute “the limited liability partnership determined that it be wound up voluntarily”.\nsubsection (5)\nFor “in pursuance of a resolution passed” substitute “voluntarily”.\nSection 90 (distinction between “members” and “creditors” voluntary winding up)\nFor “directors'” substitute “designated members'”.\nSection 91 (appointment of liquidator)\nsubsection (1)\nDelete “in general meeting”.\nsubsection (2)\nFor the existing wording substitute “(2) On the appointment of a liquidator the powers of the members of the limited liability partnership shall cease except to the extent that a meeting of the members of the limited liability partnership summoned for the purpose or the liquidator sanctions their continuance.”\nAfter subsection (2) insert—\n“(3) Subsections (3) and (4) of section 92 shall apply for the purposes of this section as they apply for the purposes of that section.”\nSection 92 (power to fill vacancy in office of liquidator)\nsubsection (1)\nFor “the company in general meeting” substitute “a meeting of the members of the limited liability partnership summoned for the purpose”.\nsubsection (2)\nFor “a general meeting” substitute “a meeting of the members of the limited liability partnership”.\nsubsection (3)\nIn subsection (3), for “articles” substitute “limited liability partnership agreement”.\nnew subsection (4)\nAdd a new subsection (4) as follows— “(4) The quorum required for a meeting of the members of the limited liability partnership shall be any quorum required by the limited liability partnership agreement for meetings of the members of the limited liability partnership and if no requirement for a quorum has been agreed upon the quorum shall be 2 members.”\n. . .\n. . .\nSection 94 (final meeting prior to dissolution)\nsubsection (1)\nFor “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nnew subsection (5A)\nAdd a new subsection (5A) as follows— “(5A) Subsections (3) and (4) of section 92 shall apply for the purposes of this section as they apply for the purposes of that section.”\nsubsection (6)\nFor “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nSection 95 (effect of company’s insolvency)\nsubsection (1)\nFor “directors'” substitute “designated members'”.\nsubsection (7)\nFor subsection (7) substitute the following— “(7) In this section `the relevant period' means the period of 6 months immediately preceding the date on which the limited liability partnership determined that it be wound up voluntarily.”\nSection 96 (conversion to creditors' voluntary winding up)\nparagraph (a)\nFor “directors'” substitute “designated members'”.\nsubsection (2)\nFor “directors” substitute “designated members”.\nparagraph (b)\nSubstitute a new paragraph (b) as follows— “(b) the creditors' meeting was the meeting mentioned in section 98 in the next Chapter;”.\nSection 98 (meeting of creditors)\nsubsection (1)\nFor paragraph (a) substitute the following— “(a) cause a meeting of its creditors to be summoned for a day not later than the 14th day after the day on which the limited liability partnership determines that it be wound up voluntarily;”.\nsubsection (5)\nFor “were sent the notices summoning the company meeting at which it was resolved that the company be wound up voluntarily” substitute “the limited liability partnership determined that it be wound up voluntarily”.\nSection 99 (directors to lay statement of affairs before creditors)\nsubsection (1)\nFor “the directors of the company” substitute “the designated members” and for “the director so appointed” substitute “the designated member so appointed”.\nsubsection (2)\nFor “directors” substitute “designated members”.\nsubsection (3)\nFor “directors” substitute “designated members” and for “director” substitute “designated member”.\nsubsection (1)\nFor “directors of the company” substitute “designated members”.\nsubsection (2A)\nFor “directors” substitute “designated members”.\nsubsection (3)\nFor “directors” substitute “designated members”.\nSection 100 (appointment of liquidator)\nsubsection (1)\nFor “The creditors and the company at their respective meetings mentioned in section 98” substitute “The creditors at their meeting mentioned in section 98 and the limited liability partnership”.\nsubsection (1)\nFor subsection (1) substitute the following—\n“(1) The members of the limited liability partnership may nominate a person to be liquidator at the meeting at which the resolution for voluntary winding up is passed.”\nsubsection (1B)\nFor “directors of the company” substitute “designated members”.\nsubsection (3)\nDelete “director,”.\nSection 101 (appointment of liquidation committee)\nsubsection (2)\nFor subsection (2) substitute the following— “(2) If such a committee is appointed, the limited liability partnership may, when it determines that it be wound up voluntarily or at any time thereafter, appoint such number of persons as they think fit to act as members of the committee, not exceeding 5.”\n. . .\n. . .\nSection 106 (final meeting prior to dissolution)\nsubsection (1)\nFor “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nnew subsection (5A)\nAfter subsection (5) insert a new subsection (5A) as follows— “(5A) Subsections (3) and (4) of section 92 shall apply for the purposes of this section as they apply for the purposes of that section.”\nsubsection (6)\nFor “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nSection 110 (acceptance of shares, etc., as consideration for sale of company property)\nFor the existing section substitute the following: “(1) This section applies, in the case of a limited liability partnership proposed to be, or being, wound up voluntarily, where the whole or part of the limited liability partnership’s business or property is proposed to be transferred or sold to another company whether or not it is a company within the meaning of the Companies Act (“the transferee company”) or to a limited liability partnership (“the transferee limited liability partnership”).\n(2) With the requisite sanction, the liquidator of the limited liability partnership being, or proposed to be, wound up (“the transferor limited liability partnership”) may receive, in compensation or part compensation for the transfer or sale, shares, policies or other like interests in the transferee company or the transferee limited liability partnership for distribution among the members of the transferor limited liability partnership.\n(3) The sanction required under subsection (2) is—\n(a) in the case of a members' voluntary winding up, that of a determination of the limited liability partnership at a meeting of the members of the limited liability partnership conferring either a general authority on the liquidator or an authority in respect of any particular arrangement, (subsections (3) and (4) of section 92 to apply for this purpose as they apply for the purposes of that section), and\n(b) in the case of a creditor’s voluntary winding up, that of either court or the liquidation committee.\n(4) Alternatively to subsection (2), the liquidator may (with the sanction) enter into any other arrangement whereby the members of the transferor limited liability partnership may, in lieu of receiving cash, shares, policies or other like interests (or in addition thereto), participate in the profits, or receive any other benefit from the transferee company or the transferee limited liability partnership.\n(5) A sale or arrangement in pursuance of this section is binding on members of the transferor limited liability partnership.\n(6) A determination by the limited liability partnership is not invalid for the purposes of this section by reason that it is made before or concurrently with a determination by the limited liability partnership that it be wound up voluntarily or for appointing liquidators; but, if an order is made within a year for winding up the limited liability partnership by the court, the determination by the limited liability partnership is not valid unless sanctioned by the court.”\nSection 111 (dissent from arrangement under section 110)\nsubsections (1)—(3)\nFor subsections (1)–(3) substitute the following— “(1) This section applies in the case of a voluntary winding up where, for the purposes of section 110(2) or (4), a determination of the limited liability partnership has provided the sanction requisite for the liquidator under that section.\n(2) If a member of the transferor limited liability partnership who did not vote in favour of providing the sanction required for the liquidator under section 110 expresses his dissent from it in writing addressed to the liquidator and left at the registered office of the limited liability partnership within 7 days after the date on which that sanction was given, he may require the liquidator either to abstain from carrying the arrangement so sanctioned into effect or to purchase his interest at a price to be determined by agreement or arbitration under this section.\n(3) If the liquidator elects to purchase the member’s interest, the purchase money must be paid before the limited liability partnership is dissolved and be raised by the liquidator in such manner as may be determined by the limited liability partnership.”\nsubsection (4)\nOmit subsection (4).\nSection 117 (high court and county court jurisdiction)\nsubsection (2)\nDelete “Where the amount of a company’s share capital paid up or credited as paid up does not exceed £120,000, then (subject to this section)”.\nsubsection (3)\nDelete subsection (3).\nSection 120 (court of session and sheriff court jurisdiction)\nsubsection (3)\nDelete “Where the amount of a company’s share capital paid up or credited as paid up does not exceed £120,000,”.\nsubsection (5)\nDelete subsection (5).\nSection 122 (circumstances in which company may be wound up by the court)\nsubsection (1)\nFor subsection (1) substitute the following—\n“(1) A limited liability partnership may be wound up by the court if—\n(a) the limited liability partnership has determined that the limited liability partnership be wound up by the court,\n(b) the limited liability partnership does not commence its business within a year from its incorporation or suspends its business for a whole year,\n(c) the number of members is reduced below two,\n(d) the limited liability partnership is unable to pay its debts ...\n(da) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .\n(e) the court is of the opinion that it is just and equitable that the limited liability partnership should be wound up.”\nSection 124 (application for winding up)\nsubsections (2), (3) and (4)(a)\nDelete these subsections.\n. . .\n. . .\nSection 124A (petition for winding-up on grounds of public interest)\nsubsection (1)\nOmit paragraphs (b) and (bb).\nSection 126 (power to stay or restrain proceedings against company)\nsubsection (2)\nDelete subsection (2).\nSection 127 (avoidance of property dispositions, etc.)\nsubsection (1)\nFor “any transfer of shares” substitute “any transfer by a member of the limited liability partnership of his interest in the property of the limited liability partnership”.\nSection 129 (commencement of winding up by the court)\nsubsection (1)\nFor “a resolution has been passed by the company” substitute “a determination has been made” and for “at the time of the passing of the resolution” substitute “at the time of that determination”.\nSection 130 (consequences of winding-up order)\nsubsection (3)\nDelete subsection (3).\nSection 148 (settlement of list of contributories and application of assets)\nsubsection (1)\nDelete “, with power to rectify the register of members in all cases where rectification is required in pursuance of the Companies Act or this Act,”.\nSection 149 (debts due from contributory to company)\nsubsection (1)\nDelete “the Companies Act or”.\nsubsection (2)\nDelete subsection (2).\nsubsection (3)\nDelete “, whether limited or unlimited,”.\nSection 160 (delegation of powers to liquidator (England and Wales))\nsubsection (1)\nIn subsection (1)(b) delete “and the rectifying of the register of members”.\nsubsection (2)\nFor subsection (2) substitute the following— “(2) But the liquidator shall not make any call without the special leave of the court or the sanction of the liquidation committee.”\nSection 165 (voluntary winding up)\nsubsection (2)\nIn paragraph (a) for “an extraordinary resolution of the company” substitute “a determination by a meeting of the members of the limited liability partnership”.\nsubsection (4)\nFor paragraph (c) substitute the following— “(c) summon meetings of the members of the limited liability partnership for the purpose of obtaining their sanction or for any other purpose he may think fit.”\nnew subsection (4A)\nInsert a new subsection (4A) as follows— “(4A) Subsections (3) and (4) of section 92 shall apply for the purposes of this section as they apply for the purposes of that section.”\nSection 166 (creditors' voluntary winding up)\nsubsection (5)\nIn paragraph (b) for “directors” substitute “designated members”.\nsubsection (5)\nFor “directors” substitute “designated members”.\nSection 171 (removal, etc. (voluntary winding up))\nsubsection (2)\nFor paragraph (a) substitute the following— “(a) in the case of a members' voluntary winding up, by a meeting of the members of the limited liability partnership summoned specially for that purpose, or”.\nsubsection (6)\nIn paragraph (a) for “final meeting of the company” substitute “final meeting of the members of the limited liability partnership” and in paragraph (b) for “final meetings of the company” substitute “final meetings of the members of the limited liability partnership”.\nnew subsection (7)\nInsert a new subsection (7) as follows— “(7) Subsections (3) and (4) of section 92 are to apply for the purposes of this section as they apply for the purposes of that section.”\nnew subsection (8)\nInsert a new subsection (8) as follows—\n“(8) subsections (3) and (4) of section 92 are to apply for the purposes of this section as they apply for the purposes of that section.”\nSection 173 (release (voluntary winding up))\nsubsection (2)\nIn paragraph (a) for “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nsubsection (2)\nIn paragraph (a)(i) for “a general meeting of the company” substitute “a meeting of the members of the limited liability partnership”.\nSection 174A (moratorium debts etc: priority)\nsubsection (9)\nFor paragraph (b) substitute—\n“(b) the limited liability partnership determines that it is to be wound up voluntarily.”.\nSection 183 (effect of execution or attachment (England and Wales))\nsubsection (2)\nDelete paragraph (a).\nSection 184 (duties of sheriff (England and Wales))\nsubsection (1)\nFor “a resolution for voluntary winding up has been passed” substitute “the limited liability partnership has determined that it be wound up voluntarily”.\nsubsection (4)\nDelete “or of a meeting having been called at which there is to be proposed a resolution for voluntary winding up,” and “or a resolution is passed (as the case may be)”.\nSection 187 (power to make over assets to employees)\nDelete section 187.\nSection 194 (resolutions passed at adjourned meetings)\nAfter “contributories” insert “or of the members of a limited liability partnership”.\nSection 195 (meetings to ascertain wishes of creditors or contributories)\nsubsection (3)\nDelete “the Companies Act or”.\nSection 206 (fraud, etc. in anticipation of winding up)\nsubsection (1)\nFor “passes a resolution for voluntary winding up” substitute “makes a determination that it be wound up voluntarily”.\nSection 207 (transactions in fraud of creditors)\nsubsection (1)\nFor “passes a resolution for voluntary winding up” substitute “makes a determination that it be wound up voluntarily”.\nSection 210 (material omissions from statement relating to company’s affairs)\nsubsection (2)\nFor “passed a resolution for voluntary winding up” substitute “made a determination that it be wound up voluntarily”.\nSection 214 (wrongful trading)\nsubsection (2)\nDelete from “but the court shall not” to the end of the subsection.\nAfter section 214\nInsert the following new section 214A “214A Adjustment of withdrawals\n(1) This section has effect in relation to a person who is or has been a member of a limited liability partnership where, in the course of the winding up of that limited liability partnership, it appears that subsection (2) of this section applies in relation to that person.\n(2) This subsection applies in relation to a person if—\n(a) within the period of two years ending with the commencement of the winding up, he was a member of the limited liability partnership who withdrew property of the limited liability partnership, whether in the form of a share of profits, salary, repayment of or payment of interest on a loan to the limited liability partnership or any other withdrawal of property, and\n(b) it is proved by the liquidator to the satisfaction of the court that at the time of the withdrawal he knew or had reasonable ground for believing that the limited liability partnership—\n(i) was at the time of the withdrawal unable to pay its debts within the meaning of section 123, or\n(ii) would become so unable to pay its debts after the assets of the limited liability partnership had been depleted by that withdrawal taken together with all other withdrawals (if any) made by any members contemporaneously with that withdrawal or in contemplation when that withdrawal was made.\n(3) Where this section has effect in relation to any person the court, on the application of the liquidator, may declare that that person is to be liable to make such contribution (if any) to the limited liability partnership’s assets as the court thinks proper.\n(4) The court shall not make a declaration in relation to any person the amount of which exceeds the aggregate of the amounts or values of all the withdrawals referred to in subsection (2) made by that person within the period of two years referred to in that subsection.\n(5) The court shall not make a declaration under this section with respect to any person unless that person knew or ought to have concluded that after each withdrawal referred to in subsection (2) there was no reasonable prospect that the limited liability partnership would avoid going into insolvent liquidation.\n(6) For the purposes of subsection (5) the facts which a member ought to know or ascertain and the conclusions which he ought to reach are those which would be known, ascertained, or reached by a reasonably diligent person having both:\n(a) the general knowledge, skill and experience that may reasonably be expected of a person carrying out the same functions as are carried out by that member in relation to the limited liability partnership, and\n(b) the general knowledge, skill and experience that that member has.\n(7) For the purposes of this section a limited liability partnership goes into insolvent liquidation if it goes into liquidation at a time when its assets are insufficient for the payment of its debts and other liabilities and the expenses of the winding up.\n(8) In this section “member” includes a shadow member.\n(9) This section is without prejudice to section 214.”\nSection 215 (proceedings under ss 213,214)\nsubsection (1)\nOmit the word “or” between the words “213” and “214” and insert after “214” “or 214A”.\nsubsection (2)\nFor “either section” substitute “any of those sections”.\nsubsection (4)\nFor “either section” substitute “any of those sections”.\nsubsection (5)\nFor “Sections 213 and 214” substitute “Sections 213, 214 or 214A”.\nSection 218 (prosecution of delinquent officers and members of company)\nsubsection (1)\nFor “officer, or any member, of the company” substitute “member of the limited liability partnership”.\nsubsections (3), (4) and (6)\nFor “officer of the company, or any member of it,” substitute “officer or member of the limited liability partnership”.\n. . .\n. . .\nSection 247 (“insolvency” and “go into liquidation”)\nsubsection (2)\nFor “passes a resolution for voluntary winding up” substitute “makes a determination that it be wound up voluntarily” and for “passing such a resolution” substitute “making such a determination”.\nsubsection (3)\nFor “resolution for voluntary winding up” substitute “determination to wind up voluntarily”.\nSection 249 (“connected with a company”)\nFor the existing words substitute “For the purposes of any provision in this Group of Parts, a person is connected with a company (including a limited liability partnership) if—\n(a)he is a director or shadow director of a company or an associate of such a director or shadow director (including a member or a shadow member of a limited liability partnership or an associate of such a member or shadow member); or\n(b)he is an associate of the company or of the limited liability partnership.”\nSection 250 (“member” of a company)\nDelete section 250.\nSection 251 (expressions used generally)\nDelete the word “and” appearing after the definition of “the rules” and insert the word “and” after the definition of “shadow director”.After the definition of “shadow director” insert the following—\n““shadow member”, in relation to a limited liability partnership, means a person in accordance with whose directions or instructions the members of the limited liability partnership are accustomed to act (but so that a person is not deemed a shadow member by reason only that the members of the limited liability partnership act on advice given by him in a professional capacity);”.\nSection 386 (categories of preferential debts)\nsubsection (1)\nIn subsection (1), omit the words “or an individual”.\nsubsection (2)\nIn subsection (2), omit the words “or the individual”.\nSection 387 (“the relevant date”)\nsubsection (3)\nIn paragraph (ab) for “passed a resolution for voluntary winding up” substitute “made a determination that it be wound up voluntarily”.\nIn paragraph (c) for “passing of the resolution for the winding up of the company” substitute “making of the determination by the limited liability partnership that it be wound up voluntarily”.\nsubsection (5)\nOmit subsection (5).\nsubsection (6)\nOmit subsection (6).\nSection 388 (meaning of “act as insolvency practitioner”)\nsubsection (2)\nOmit subsection (2).\nsubsection (3)\nOmit subsection (3).\nsubsection (4)\nDelete ““company” means a company within the meaning given by section 735(1) of the Companies Act or a company which may be wound up under Part V of this Act (unregistered companies);” and delete ““interim trustee” and “permanent trustee” mean the same as the Bankruptcy (Scotland) Act 1985”.\nSection 389 (acting without qualification an offence)\nsubsection (1)\nOmit the words “or an individual”.\n. . .\n. . .\nSection 402 (official petitioner)\nDelete section 402.\nSection 412 (individual insolvency rules (England and Wales))\nDelete section 412.\nSection 415 (Fees orders (individual insolvency proceedings in England and Wales))\nDelete section 415.\nSection 416 (monetary limits (companies winding up))\nsubsection (1)\nIn subsection (1), omit the words “section 117(2) (amount of company’s share capital determining whether county court has jurisdiction to wind it up);” and the words “section 120(3) (the equivalent as respects sheriff court jurisdiction in Scotland);”.\nsubsection (3)\nIn subsection (3), omit the words “117(2), 120(3) or”.\nSection 418 (monetary limits (bankruptcy))\nDelete section 418.\nSection 420 (insolvent partnerships)\nDelete section 420.\nSection 421 (insolvent estates of deceased persons)\nDelete section 421.\nSection 422 (recognised banks, etc.)\nDelete section 422.\nSection 426A (disqualification from Parliament (England and Wales))\nOmit.\nSection 426B (devolution)\nOmit.\nSection 426C (irrelevance of privilege)\nOmit.\nSection 427 (parliamentary disqualification)\nDelete section 427.\nSection 429 (disabilities on revocation or administration order against an individual)\nDelete section 429.\nSection 432 (offences by bodies corporate)\nsubsection (2)\nDelete “secretary or”.\nSection 435 (meaning of “associate”)\nnew subsection (3A)\nInsert a new subsection (3A) as follows— “(3A) A member of a limited liability partnership is an associate of that limited liability partnership and of every other member of that limited liability partnership and of the husband or wife or civil partner or relative of every other member of that limited liability partnership.”.\nsubsection (11)\nFor subsection (11) there shall be substituted “(11) In this section “company” includes any body corporate (whether incorporated in Great Britain or elsewhere); and references to directors and other officers of a company and to voting power at any general meeting of a company have effect with any necessary modifications.”\nSection 436 (expressions used generally)\nThe following expressions and definitions shall be added to the section—“designated member” has the same meaning as it has in the Limited Liability Partnerships Act 2000;\n“limited liability partnership” means a limited liability partnership formed and registered under the Limited Liability Partnerships Act 2000;\n“limited liability partnership agreement”, in relation to a limited liability partnership, means any agreement, express or implied, made between the members of the limited liability partnership or between the limited liability partnership and the members of the limited liability partnership which determines the mutual rights and duties of the members, and their rights and duties in relation to the limited liability partnership.\nSection 437 (transitional provisions, and savings)\nDelete section 437.\nSection 440 (extent (Scotland))\nsubsection (2)\nIn subsection (2), omit paragraph (b).\nSection 441 (extent (Northern Ireland))\nDelete section 441.\nSection 442 (extent (other territories))\nDelete section 442.\n. . .\n. . .\nSchedule B1\nParagraph 2\nsub-paragraph (c)\nFor “company or its directors” substitute “limited liability partnership”.\nParagraph 8\nsub-paragraph (1)(a)\nFor “resolution for voluntary winding up” substitute “determination to wind up voluntarily”.\nParagraph 9\nOmit.\nParagraph 12\nsub-paragraph (1)(b)\nOmit.\nParagraph 22\nFor sub-paragraph (1) substitute—\n“(1) A limited liability partnership may appoint an administrator.”.\nOmit sub-paragraph (2).\nParagraph 23\nsub-paragraph (1)(b)\nOmit “or its directors”.\nParagraph 42\nsub-paragraph (2)\nFor “resolution may be passed for the winding up of” substitute “determination to wind up voluntarily may be made by”.\nParagraph 60A\nsub-paragraph (3)(b)\nFor “a company connected with the company.” substitute “a company or limited liability partnership connected with the limited liability partnership.”.\nParagraph 61\nFor paragraph 61 substitute—\n“61 The administrator has power to prevent any person from taking part in the management of the business of the limited liability partnership and to appoint any person to be a manager of that business.”.\nParagraph 62\nAt the end add the following—\n“Subsections (3) and (4) of section 92 shall apply for the purposes of this paragraph as they apply for the purposes of that section.”.\nParagraph 83\nsub-paragraph (6)(b)\nFor “resolution for voluntary winding up” substitute “determination to wind up voluntarily”.\nsub-paragraph (8)(b)\nFor “passing of the resolution for voluntary winding up” substitute “determination to wind up voluntarily”.\nsub-paragraph (8)(e)\nFor “passing of the resolution for voluntary winding up” substitute “determination to wind up voluntarily”.\nParagraph 87\nsub-paragraph (2)(b)\nInsert at the end “or”.\nsub-paragraph (2)(c)\nOmit “, or”.\nsub-paragraph (2)(d)\nOmit the words from “(d)” to “company”.\nParagraph 89\nsub-paragraph (2)(b)\nInsert at the end “or”.\nsub-paragraph (2)(c)\nOmit “, or”.\nsub-paragraph (2)(d)\nOmit the words from “(d)” to “company”.\nParagraph 91\nsub-paragraph (1)(c)\nOmit.\nParagraph 94\nOmit.\nParagraph 95\nFor “to 94” substitute “and 93”.\nParagraph 97\nsub-paragraph (1)(a)\nOmit “or directors”.\nParagraph 103\nsub-paragraph (5)\nOmit.\nParagraph 105\nOmit.\nSchedule 1\nParagraph 19\nFor paragraph 19 substitute the following— “19 Power to enforce any rights the limited liability partnership has against the members under the terms of the limited liability partnership agreement.”\nSchedule 10\nSection A8(4)\nFor “Directors” substitute “Designated members”.\nSection A17(6)\nFor “Directors” substitute “Designated members”.\nSection A24(4)\nFor “Directors” substitute “Designated members”.\nSection A31(8)\nFor “Directors” substitute “Designated members”.\nSection A32(6)\nFor “Directors” substitute “Designated members”.\nSection A49(5)\nFor “Directors” substitute “Designated members”.\nSection 6A(1)\nIn the entry relating to section 6A omit “members' or”.\nSection 85(2)\nIn the entry relating to section 85(2) for “resolution for voluntary winding up” substitute “making of determination for voluntary winding up”.\nSection 89(4)\nIn the entry relating to section 89(4) for “Director” substitute “Designated member”.\nSection 93(3)\nIn the entry relating to section 93(3) for “general meeting of the company” substitute “meeting of members of the limited liability partnership”.\nSection 99(3)\nIn the entries relating to section 99(3) for “director” and “directors” where they appear substitute “designated member” or “designated members” as appropriate.\nSection 105(3)\nIn the entry relating to section 105(3) for “company general meeting” substitute “meeting of the members of the limited liability partnership”.\nSection 106(6)\nIn the entry relating to section 106(6) for “final meeting of the company” substitute “final meeting of the members of the limited liability partnership”.\nSections 353(1) to 362\nDelete the entries relating to sections 353(1) to 362 inclusive.\nSection 429(5)\nDelete the entry relating to section 429(5).\n. . .\n. . .\nSchedule B1, paragraph 27(4)\nOmit “or directors”.\nSchedule B1, paragraph 29(7)\nOmit “or directors”.\nSchedule B1, paragraph 32\nOmit “or directors”.",
  "extent": "E+W+S",
  "status": null,
  "version": "current",
  "annotations": [
    {
      "type": "F",
      "label": "F1",
      "text": "Words in Sch. 3 inserted (16.2.2021) by The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 2 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F2",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 3 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F3",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 4(a) (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F4",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 7"
    },
    {
      "type": "F",
      "label": "F5",
      "text": "Word in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(a)(ii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F6",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(a)(iii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F7",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 8"
    },
    {
      "type": "F",
      "label": "F8",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 9"
    },
    {
      "type": "F",
      "label": "F9",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 10"
    },
    {
      "type": "F",
      "label": "F10",
      "text": "Words in Sch. 3 inserted (16.2.2021) by The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 4(b) (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F11",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 11"
    },
    {
      "type": "F",
      "label": "F12",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 12"
    },
    {
      "type": "F",
      "label": "F13",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 13"
    },
    {
      "type": "F",
      "label": "F14",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 14"
    },
    {
      "type": "F",
      "label": "F15",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(b) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F16",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 15"
    },
    {
      "type": "F",
      "label": "F17",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 16"
    },
    {
      "type": "F",
      "label": "F18",
      "text": "Sch. 3 entry omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(c) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F19",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 17"
    },
    {
      "type": "F",
      "label": "F20",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 18"
    },
    {
      "type": "F",
      "label": "F21",
      "text": "Words in Sch. 3 omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(i) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F22",
      "text": "Word in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(ii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F23",
      "text": "Words in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(ii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F24",
      "text": "Words in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(iii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F25",
      "text": "Words in Sch. 3 omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(iv) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F26",
      "text": "Words in Sch. 3 omitted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(d)(iv) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F27",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 19"
    },
    {
      "type": "F",
      "label": "F28",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(e) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F29",
      "text": "Sch. 3 entry omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(f)(i) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F30",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 20"
    },
    {
      "type": "F",
      "label": "F31",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(f)(ii) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F32",
      "text": "Words in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 3(g) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F33",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 21"
    },
    {
      "type": "F",
      "label": "F34",
      "text": "Sch. 3 entries omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 4 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F35",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 22"
    },
    {
      "type": "F",
      "label": "F36",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 5(a) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F37",
      "text": "Word in Sch. 3 substituted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 5(b) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F38",
      "text": "Words in Sch. 3 omitted (S.) (1.4.2016 for specified purposes, 6.4.2019 in so far as not already in force) by virtue of The Public Services Reform (Insolvency) (Scotland) Order 2016 (S.S.I. 2016/141), arts. 1(3), 7(3)(a) (with arts. 14, 15) (see S.I. 2019/816, reg. 4(a))"
    },
    {
      "type": "F",
      "label": "F39",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 23"
    },
    {
      "type": "F",
      "label": "F40",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 24"
    },
    {
      "type": "F",
      "label": "F41",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 25"
    },
    {
      "type": "F",
      "label": "F42",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 26"
    },
    {
      "type": "F",
      "label": "F43",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 27"
    },
    {
      "type": "F",
      "label": "F44",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 28"
    },
    {
      "type": "F",
      "label": "F45",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 29"
    },
    {
      "type": "F",
      "label": "F46",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 30"
    },
    {
      "type": "F",
      "label": "F47",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 31"
    },
    {
      "type": "F",
      "label": "F48",
      "text": "Word in Sch. 3 omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 6 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F49",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 5 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F50",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 6 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F51",
      "text": "Words in Sch. 3 substituted (4.3.2004) by The Financial Services and Markets Act 2000 (Consequential Amendments) Order 2004 (S.I. 2004/355), arts. 1(1), 10(3)"
    },
    {
      "type": "F",
      "label": "F52",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 8 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F53",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 32"
    },
    {
      "type": "F",
      "label": "F54",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 33"
    },
    {
      "type": "F",
      "label": "F55",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 34"
    },
    {
      "type": "F",
      "label": "F56",
      "text": "Words in Sch. 3 substituted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 35"
    },
    {
      "type": "F",
      "label": "F57",
      "text": "Words in Sch. 3 inserted (16.2.2021) by The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 7 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F58",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 36"
    },
    {
      "type": "F",
      "label": "F59",
      "text": "Sch. 3 entry omitted (1.10.2005) by virtue of The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 9 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F60",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 10 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F61",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 11 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F62",
      "text": "Words in Sch. 3 omitted (1.10.2015) by virtue of The Deregulation Act 2015 (Insolvency) (Consequential Amendments and Transitional and Savings Provisions) Order 2015 (S.I. 2015/1641), art. 3, Sch. 1 para. 3(2) (with arts. 8, 9)"
    },
    {
      "type": "F",
      "label": "F63",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 13 (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F64",
      "text": "Words in Sch. 3 inserted (5.12.2005) by The Civil Partnership Act 2004 (Amendments to Subordinate Legislation) Order 2005 (S.I. 2005/2114), arts. 1, 2(18), Sch. 18 para. 3"
    },
    {
      "type": "F",
      "label": "F65",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 8 (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F66",
      "text": "Words in Sch. 3 inserted (E.W.) (8.12.2017) by The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 53"
    },
    {
      "type": "F",
      "label": "F67",
      "text": "Words in Sch. 3 inserted (16.2.2021) by The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 9(a) (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F68",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 15(a) (with reg. 4)"
    },
    {
      "type": "F",
      "label": "F69",
      "text": "Words in Sch. 3 omitted (E.W.) (8.12.2017) by virtue of The Insolvency (Miscellaneous Amendments) Regulations 2017 (S.I. 2017/1119), reg. 1(1), Sch. 1 para. 54"
    },
    {
      "type": "F",
      "label": "F70",
      "text": "Words in Sch. 3 omitted (16.2.2021) by virtue of The Limited Liability Partnerships (Amendment etc.) Regulations 2021 (S.I. 2021/60), regs. 1(1), 2, Sch. 1 para. 9(b) (with reg. 3(2))"
    },
    {
      "type": "F",
      "label": "F71",
      "text": "Words in Sch. 3 inserted (1.10.2005) by The Limited Liability Partnerships (Amendment) Regulations 2005 (S.I. 2005/1989), reg. 1(1), Sch. 2 para. 15(b) (with reg. 4)"
    },
    {
      "type": "I",
      "label": "I1",
      "text": "Sch. 3 in force at 6.4.2001, see reg. 1"
    },
    {
      "type": "footnote",
      "label": "f1",
      "text": "Section 120 was amended by section 52 of, and Part III of Schedule 2 to, the Court of Session Act 1988 (c. 36)."
    },
    {
      "type": "footnote",
      "label": "f2",
      "text": "Section 122 was amended by regulation 2 of, and paragraph 8 of the Schedule to, S.I. 1992/1699."
    },
    {
      "type": "footnote",
      "label": "f3",
      "text": "Section 124 was amended by section 62 of the Criminal Justice Act 1988 (c. 40) and by section 60 of the Companies Act 1989 (c. 40)."
    },
    {
      "type": "footnote",
      "label": "f4",
      "text": "Section 124A was inserted by section 60 of the Companies Act 1989 (c. 40)."
    },
    {
      "type": "footnote",
      "label": "f5",
      "text": "Section 184 was amended by article 2 of, and Part I of the Schedule to, S.I. 1986/1996."
    },
    {
      "type": "footnote",
      "label": "f6",
      "text": "Section 206 was amended by article 2 of, and Part I of the Schedule to, S.I. 1986/1996."
    },
    {
      "type": "footnote",
      "label": "f7",
      "text": "Section 218 was amended by section 78 of the Companies Act 1989 (c. 40)."
    },
    {
      "type": "footnote",
      "label": "f8",
      "text": "Section 386 was amended by section 7 of, and Schedule 2 to, the Finance Act 1991 (c. 22) (as inserted by section 9 of the Finance (No. 2) Act 1992 (c. 48), by section 36 of the Finance Act 1993 (c. 34), by S.I. 1987/2093 and by section 190 of and Schedule 8 to the Pension Schemes Act 1993 (c. 48)."
    },
    {
      "type": "footnote",
      "label": "f9",
      "text": "Section 388 was amended by regulation 15 of S.I. 1994/2421, by section 11(1) of the Bankruptcy (Scotland) Act 1993 (c. 6) and by article 4 of S.I. 1993/438."
    },
    {
      "type": "footnote",
      "label": "f10",
      "text": "Section 389 was amended by section 11 of the Bankruptcy (Scotland) Act 1993 (c. 6)."
    },
    {
      "type": "footnote",
      "label": "f11",
      "text": "Section 422 was amended by section 108 of, and Schedule 6 to, the Banking Act 1987 (c. 22)."
    },
    {
      "type": "footnote",
      "label": "f12",
      "text": "Certain entries in Column 5 of Schedule 10 were repealed by section 212 of, and Schedule 24 to, the Companies Act 1989 (c. 40)."
    }
  ],
  "outstanding_effects": [],
  "provenance": {
    "source": "legislation.gov.uk",
    "source_url": "https://www.legislation.gov.uk/uksi/2001/1090/schedule/3",
    "retrieved_at": "2026-10-29T07:54:04.885659+00:00"
  },
  "licence": "Open Government Licence v3.0",
  "licence_url": "https://www.nationalarchives.gov.uk/doc/open-government-licence/version/3/",
  "attribution": "Contains public sector information licensed under the Open Government Licence v3.0. Source: legislation.gov.uk, The National Archives."
}