Limited liability partnership
[citation needed] Depending on jurisdiction and industry, there can be negative consequences for stakeholders associated with limited liability.
For some large accountancy firms in the UK, reorganizing as LLPs and LLCs has relieved them of owing the "duty of care" to individuals and clients who are adversely affected by audit failures.
Not content with lobbying and financing political parties to get their way, accountancy firms have hired entire governments to advance their interests.
[2] In the U.S., the Delaware Supreme Court Chief Justice Myron Steele suggested that limited liability entities should not be held to common law standards of fiduciary principles (as applied to all other company and corporate structures).
Instead, he argued that courts should use contractual analysis of the partnership agreement when assessing cases of improper corporate governance.
[3] This directly led to elimination of the "independent fiduciary duty of good faith" in Delaware corporate law in 2006.
[citation needed] In some countries, an LLP must have at least one person known as a "general partner", who has unlimited liability for the company.
[citation needed] There is considerable difference between LLPs as constituted in the U.S. and those introduced in the UK under the Limited Liability Partnerships Act 2000 and adopted elsewhere.
In British Columbia, the Partnership Amendment Act, 2004 (Bill 35) permits LLPs for lawyers, accountants, and other professionals, as well as businesses.
A limited partnership is equivalent to the French law vehicle known as a fr:Société en Commandite.
Another exception, possible since 2012, is a Partnerschaftsgesellschaft mbB (mit beschränkter Berufshaftung) where all liabilities from professional misconduct are limited by the partnership's capital.
An LLP is an approximate equivalent to the Greek ΕΠΕ (Εταιρεία Περιορισμένης Ευθύνης Etería Periorizménis Evthínis) meaning Company of Limited Liability.
The Limited Liability Partnership Act 2008 was published in the official Gazette of India on 9 January 2009 and has been in effect since 31 March 2009.
[14] Limited liability partnerships (有限責任事業組合, yūgen sekinin jigyō kumiai) were introduced to Japan in 2006 during a large-scale revamp of the country's laws governing business organizations.
[17] A Japanese Limited liability partnership (LLP) is not a corporation, (i.e. a separate legal entity from partners within the meaning of Anglo-American Law) but rather, exists as a contractual relationship between the partners, similar to an American Limited liability partnership (LLP).
This partnership type is only addressed to representatives of some "high risk" occupations, such as lawyers, medicine doctors, tax advisers, accountants, brokers, sworn translators etc.
An Limited liability partnership (LLP) is equivalent to the Romanian law vehicle known as a Societate civilă profesională cu răspundere limitată.
As with a limited company or a corporation, members in an LLP cannot, in the absence of fraud or wrongful trading, lose more than they invest.
It is perhaps closest in nature to a limited liability company in the United States of America although it may be distinguished from that entity by the fact that the LLC, while having a legal existence independent of its members, is not technically a corporate body because its legal existence is time limited and therefore not "continuing."
[22] The limited liability partnership was formed in the aftermath of the collapse of real estate and energy prices in Texas in the 1980s.
[23] Although found in many business fields, the LLP is an especially popular form of organization among professionals, particularly lawyers, accountants, and architects.
A partner is not personally liable, directly or indirectly, by way of contribution or otherwise, for such an obligation solely by reason of being or so acting as a partner.However, a sizable minority of states only extend such protection against negligence claims, meaning that partners in an LLP can be personally liable for contract and intentional tort claims brought against the LLP.
