Guernsey has expanded the range of structures available from the
jurisdiction by introducing Limited Liability Partnerships
The Limited Liability Partnerships (Guernsey) Law, 2013 was
approved by the States of Guernsey in December last year. It was
given Royal Assent by the Privy Council in April and registered in
the Royal Court of Guernsey on 12 May.
The law came into force with effect from 13 May with the
Guernsey Registry accepting registrations to form Guernsey
Fiona Le Poidevin, Chief Executive of Guernsey Finance - the
promotional agency for the Island's finance industry, said:
"The introduction of Guernsey LLPs means that our financial
services practitioners have another vehicle to use in providing
solutions for their client base.
"We see them being used particularly by professional
businesses as vehicles for investing globally and as asset holding
structures. In addition, it should be noted that the law includes
specific provisions for existing Guernsey partnerships to convert
to LLP status and that LLPs are able to migrate into and out of
"Practitioners are reporting significant interest in
Guernsey LLPs for a wide variety of purposes and we look forward to
seeing applications coming into the Guernsey Registry, including
from those structures currently domiciled in other jurisdictions
but wishing to avail themselves of this new, modern and flexible
The most traditional form of partnership is the general
partnership and it provides the basis for many unincorporated
businesses. Here, partners share in the profits and liabilities of
the partnership on a joint and several basis.
However, in 1995, Guernsey introduced the concept of limited
partnerships, which drew a distinction between two types of
partners: the general partner with unlimited liability and limited
partners who are able to limit their liability provided that
certain conditions are met. Limited partnerships rapidly became a
popular structure for collective investment and private investment
vehicles as an alternative to companies and unit trusts.
Now Guernsey has introduced the LLP, which is a body corporate
with separate legal personality (from its members) and unlimited
capacity. Partners in an LLP are referred to as members and there
is no limit to the number of members, although there must be a
minimum of two. Subject to any agreement among the members, a
member of an LLP is not liable for the debts of the LLP or any
other member of the LLP.
Registrations of LLPs must be made through a Guernsey corporate
service provider at the Guernsey Registry.
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