LIMITED LIABILITY PARTNERSHIPS (AMENDMENT OF LAW) (JERSEY) REGULATIONS 2013

Transcription

1 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations 2013 Arrangement LIMITED LIABILITY PARTNERSHIPS (AMENDMENT OF LAW) (JERSEY) REGULATIONS 2013 Arrangement Regulation 1 Interpretation Article 1 of Law amended Article 5 of Law amended Article 6 of Law substituted Article 24 of Law amended Article 27 of Law omitted Article 30 of Law amended Article 32 of Law amended Article 46 of Law amended Schedule 1 to 1998 Regulations amended Schedule 2 to 1998 Regulations amended Citation and commencement... 7 Price code: B Page - 1

2

3 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations 2013 Regulation 1 LIMITED LIABILITY PARTNERSHIPS (AMENDMENT OF LAW) (JERSEY) REGULATIONS 2013 Made 16th January 2013 Coming into force 17th January 2013 THE STATES, in pursuance of Articles 44 and 45 of the Limited Liability Partnerships (Jersey) Law , have made the following Regulations 1 Interpretation In these Regulations Law means the Limited Liability Partnerships (Jersey) Law ; 1998 Regulations means the Limited Liability Partnerships (Insolvent Partnerships) (Jersey) Regulations Article 1 of Law amended In Article 1 of the Law in paragraph (1), in the definition declaration for the words Article 17 there shall be substituted the words Article 6, 17 ; and in paragraph (6) the words except as provided in Article 6(8), shall be omitted. 3 Article 5 of Law amended In Article 5(1) of the Law for the words Article 6(4) there shall be substituted the words Article 6(5). 4 Article 6 of Law substituted For Article 6 of the Law there shall be substituted the following Article Page - 3

4 Regulation 4 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations Specified solvency statement (1) A specified solvency statement is a statement made by the limited liability partnership in which it states that, in its opinion, having regard to the prospects of the limited liability partnership and the intentions of the partners with respect to the management of the limited liability partnership s business; and the amount and character of the financial resources that will be available to the limited liability partnership, the limited liability partnership will be able to (i) (ii) continue to carry on business, and discharge its liabilities as they fall due, until the date which is the earlier of the expiry of the period of 12 months immediately following the date of the specified solvency statement and the dissolution of the limited liability partnership. (2) A limited liability partnership may make a specified solvency statement at any time. (3) A limited liability partnership shall not permit a partner or former partner to withdraw any limited liability partnership property at any time when the limited liability partnership has not made a specified solvency statement in the 12 months immediately preceding the withdrawal. (4) Paragraph (5) applies where a partner or former partner withdraws any limited liability partnership property at any time when the limited liability partnership has not made a specified solvency statement in the 12 months immediately preceding the withdrawal; or the limited liability partnership has made a specified solvency statement without having reasonable grounds for the opinion given in that statement. (5) Where this paragraph applies then subject to paragraph (7), the partner or former partner is liable to return the property to the limited liability partnership; or if the property withdrawn was otherwise than in cash and either (i) (ii) the property is no longer available to be returned, or the limited liability partnership so requires, to pay to the limited liability partnership a sum equal to the higher of the value of the property as at the date the property was withdrawn and its value as at the date of payment for the property under this Article. (6) The liability of a partner or former partner to return or pay for limited liability partnership property in accordance with Page - 4

5 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations 2013 Regulation 5 paragraph (5) shall not apply where the Court, upon the application of the partner or former partner, declares that it is satisfied that (c) at the time of the withdrawal the limited liability partnership was solvent; subsequent to the withdrawal the limited liability partnership made a specified solvency statement; and it would be contrary to the interests of justice for the partner or former partner to remain liable under paragraph (5). (7) Paragraph (5) and (6) shall cease to apply where a partner or former partner has withdrawn any limited liability property in the circumstances described in paragraph (4); and that property has not been returned to the limited liability partnership before that partner or former partner has become liable under Article 5(3) or 5(4) for a debt or loss to which Article 4(1) applies. (8) When the designated partner delivers the annual declaration to the registrar, as required by Article 18, he or she shall also deliver a statement to the registrar stating whether or not any specified solvency statement has been made by the limited liability partnership on or after 1st March of the previous year; and deliver to the registrar with the annual declaration any specified solvency statement that has been so been made. (9) Nothing in this Article shall prevent a limited liability partnership from making a statement as to its solvency that is not a specified solvency statement, but such statement may not be treated as, or held out as, a specified solvency statement for the purpose of this Article. (10) A specified solvency statement is a statement for the purposes of Article 8(4)(d); and an accounting record for the purposes of Article 9(1).. 5 Article 24 of Law amended Article 24(4) of the Law shall be omitted. 6 Article 27 of Law omitted Article 27 of the Law shall be omitted. 7 Article 30 of Law amended Article 30(1) and 30(2) of the Law shall be omitted. Page - 5

6 Regulation 8 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations Article 32 of Law amended For Article 32(4) of the Law there shall be substituted the following paragraph (4) In determining whether or not to recognize an order the Court shall have regard to whether the grounds on which it is made would constitute grounds for dissolution in Jersey.. 9 Article 46 of Law amended Article 46(3) of the Law shall be omitted. 10 Schedule 1 to 1998 Regulations amended (1) Paragraph 4 of Schedule 1 to the 1998 Regulations shall be amended so that in the inserted Article 25C(4) (c) at the end of sub-paragraph there is added the word and ; in sub-paragraph (c), for the words as such; and there are substituted the words as such. ; and sub-paragraph (d) is omitted. (2) Paragraph 6 of Schedule 1 to the 1998 Regulations shall be omitted. (3) Paragraph 7 of Schedule 1 to the 1998 Regulations shall be amended so that inserted Article 27A(3) and (4) is omitted. (4) Paragraph 9 of Schedule 1 to the 1998 Regulations shall be amended so that in the inserted Article 28B(1) for the words and how any payment made pursuant to Article 6(2) or (5) and the limited liability partnership property have there are substituted the words and how the limited liability partnership property has ; and the inserted Article 28C is omitted. (5) Paragraph 13 of Schedule 1 to the 1998 Regulations shall be amended so that in the inserted Article 31J (c) in paragraph after the word désastre; there is added the word and ; in paragraph for the words Viscount; and there is substituted the word Viscount. ; and paragraph (c) is omitted. 11 Schedule 2 to 1998 Regulations amended Part 5 of the Law, as set out in Schedule 2 to the 1998 Regulations, shall be amended as follows in Article 25C(4) (i) at the end of sub-paragraph there shall be added the word and, Page - 6

7 Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations 2013 Regulation 12 (c) (d) (e) (f) (ii) (iii) in sub-paragraph (c), for the words as such; and there shall be substituted the words as such., and sub-paragraph (d) shall be omitted; Article 27 shall be omitted; Article 27A(3) and 27A(4) shall be omitted; in Article 28B(1) for the words and how any payment made pursuant to Article 6(2) or (5) and the limited liability partnership property have there shall be substituted the words and how the limited liability partnership property has ; Article 28C shall be omitted; Article 30(1) and 30(2) shall be omitted; and (g) in Article 31J (i) (ii) (iii) in paragraph after the word désastre; there shall be added the word and, in paragraph for the words Viscount; and there shall be substituted the word Viscount., and paragraph (c) shall be omitted. 12 Citation and commencement These Regulations may be cited as the Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations 2013 and shall come into force the day after they are made. A.H. HARRIS Deputy Greffier of the States Page - 7

8 Endnotes Limited Liability Partnerships (Amendment of Law) (Jersey) Regulations chapter chapter chapter Page - 8