CPD Hours Level
Conference expert panelInformation 6 UpdateInformation
SRA Competency B


From avoiding the mistakes made at the beginning of an LLP’s life through to understanding the key issues on members’ departure, this practical conference, chaired by Roderick I'Anson Banks, focuses on a range of topical issues and ongoing problem areas.

It will appeal to all those who need to keep up to date with the latest developments in law and practice. There will be ample opportunity for questions during the day.

Conference Agenda

This conference will cover the following topics:

9.30am - 10.30am: Your LLP Agreement - Is Something Missing?

Roderick I'Anson Banks, Partnership Counsel

Getting your LLP agreement in the right form is crucial to the success of the business. Mistakes made at the beginning of an LLP’s life can be costly and damaging. The aim of this session is to concentrate on a number of key drafting issues where LLP members frequently fail to direct sufficient attention to what may prove to be key practical issues.

The session will cover:

  • How are losses dealt with?
  • Personal liability: a remote risk?
  • Good faith and the exercise of discretions
  • Access to books and records
  • What is a share in an LLP?
  • Forfeiture: a step too far?
  • Arbitration and mediation

10.45am - 11.45am: Departing Members I: Drafting Issues

Roderick I'Anson Banks, Partnership Counsel

This session is focused on the critical area of member departures, both voluntary and involuntary, and how best to protect the LLP in differing departure scenarios. It looks at what the LLP agreement should contain (and what it should not).

The session will cover:

  • Drafting for different scenarios: retirement v. expulsion
  • Alleviating the financial burden of departures
  • Avoiding discrimination claims
  • Garden leave
  • Restrictive covenants: are they worth having?
  • Preventing team moves

11.45am - 12.45pm: Departing Members II: The Practicalities

Simon Jelf, Partnership Counsel

This session is focused primarily on the handling of member departures, both voluntary and involuntary, and other areas where disputes commonly arise, both from the LLP’s and the departing member’s viewpoint.

The session will cover:

  • Practical tips for handling retirements/expulsions
  • Bad faith/natural justice arguments
  • Unfair prejudice/winding up
  • Undermining the agreement
  • Challenging garden leave/restrictive covenants
  • Discrimination claims

12.45pm - 1.00pm: Questions on Morning Session

2.00pm - 2.50pm: LLP Models: Goodwill or Tenancy?

Aster Crawshaw, Addleshaw Goddard

LLPs broadly fall into two categories: goodwill LLPs (where members buy in on admission and are bought out on retirement) and tenancy LLPs (where members contribute capital on admission and withdraw their capital on retirement).

In recent decades, larger and longer established firms have been more likely to operate on a tenancy model but some are now exploring a move to a goodwill model. This session will compare the two models, explore market developments and look at some of the challenges of introducing a goodwill model.

The topics covered will include:

  • Back in vogue: why are goodwill models being considered again?
  • What is it really worth? Valuing goodwill interests
  • The funding gap: financing goodwill buy outs
  • Moving from one model to the other
  • Alternatives to the goodwill model: anti-embarrassment

2.50pm - 3.40pm: Why LLP Mergers Fail

Mark Briegal, Bennett Briegal

There is a lot of activity in merger market at present and a merger can initially appear to offer a solution, both for firms looking to grow and for members looking to exit.

Mergers are not however always as easy as they may seem and this session will look at why mergers are not always the panacea they might appear to be.

Key points will include:

  • The rationale for a merger - good, bad and downright dangerous
  • The difference between a merger and an acquisition
  • The key areas where problems arise
  • How to stop it going wrong
  • Culture, culture, culture...

3.55pm - 4.45pm: Accounting and Tax Aspects of LLPs

Robert Blech, MacIntyre Hudson

LLPs are now a very common trading vehicle for professional firms. What are the accounting and tax requirements and financial issues to be aware of?

This session will cover such matters, as well as comparing from an accountants point of view LLPs and limited companies.

Topics will include:

  • What are the reporting requirements of LLPs?
  • What are the tax requirements of LLPs?
  • Accounting and tax issues of LLPs v limited companies - benefits and risks
  • The first accounting period and joining/leaving the LLP
  • The impact of the move to International Accounting Standards
  • Making use of information disclosed by other firms
  • What to do if you are thinking of becoming an LLP

4.45pm - Close: Questions & Answers

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Conference | 16.10.2019

London | 9:30am - 5:15pm

Limited Liability Partnerships - 2019 Annual Conference

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9:30am - 5:15pm
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