On the 1st of November 2019 the Legal Services Regulatory Authority (LSRA) introduced the framework to allow existing partnerships of solicitors to apply for authorisation to operate with limited liability.
Authorisation of a partnership of solicitors to operate with limited liability under the act does not create a new business entity. Instead, it authorises existing partnerships of solicitors to limit their personal liability.
The effect of authorisation means that each partner in an Limited Liability Partnership (LLP) will not be personally liable for the debts, obligations or liabilities of the LLP, of himself or herself in their capacity as a partner in the LLP, or of another partner in the LLP, or any employee, agent or representative of the LLP.
The act allows a ‘relevant business’ to apply to the LSRA for authorisation to operate with limited liability. A relevant business is defined as a partnership of solicitors or a legal partnership.
The framework to allow for the formation of legal partnerships will be introduced later this year, so currently only existing solicitor partnerships can apply to become LLPs.
Single solicitor practices cannot seek limited liability status – only firms with two or more partners can be authorised.
The LSRA issued theLegal Services Regulation Act 2015 (Limited Liability Partnerships) (Section 130) Regulations 2019, in October 2019. The regulations prescribe the form to be used in the application process, and the application fee of €175.
Under the act, once authorised, the LLP has a number of obligations, including providing information to its clients and creditors, and carrying on business using a name that ends with either ‘limited liability partnership’ or LLP.
The LSRA maintains and regularly updates the Register of Limited Liability Partnerships, which can be found on the LSRA website at www.lsra.ie.
Section 125(7) of the Legal Services Regulation Act 2015 sets out the requirement to notify clients and creditors of a new LLP status as soon as practicable after receipt of the authorisation.
LLP designation have to be included on all contracts, invoices, negotiable instruments, orders for goods and services, advertisements, invitations to treat, websites or any other publication published in any format by or on behalf of the limited liability partnership.
The authorisation of an existing solicitor partnership to operate with limited liability under the act does not create a new legal entity, but instead authorises an existing relevant business to operate with limited liability.
On that basis, the LSRA does not see that there would be a requirement to close pre-existing accounts and open new accounts.
Companies Registration Office
There is no obligation on a newly authorised LLP to register the LLP with the Companies Registration Office under the Limited Partnerships Act 1907.
Under section 123(4) of the act, limited liability does not apply where the debt or obligation relates to any tax as defined in the Taxes Consolidation Act 1997. The LSRA has been engaging with the Revenue Commissioners to ensure that there is clarity as regards the impact of the commencement of the LLP provisions.
Any partnership of solicitors seeking to apply for authorisation should contact the LSRA at firstname.lastname@example.org and request an application form.
The application form that is provided is given a unique reference number, which is used to track both the submitted form and the payment of the fee required under the act.
For further information please contact Simona at 091-586020 or email@example.com