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Limited Partnerships Act 1907 (c. 24)Introductory TextShort title and interpretation (ss. 1-3)1. Short title.2. Commencement of Act.3. Interpretation of terms.Definition and constitution of limited partnership (ss. 4-5)4. Definition and constitution of limited partnership.5. Registration of limited partnership required.Application of other laws to limited partnerships (ss. 6-7A)6. Modifications of general law in case of limited partnerships.6A. Actions by limited partners.7. Law as to private partnerships to apply where not excluded by this Act.7A. Application of company law.Registration and designation (ss. 8-8D)8. Duty to register and designate.8A. Application for registration.8B. Name of limited partnership.8C. Certificate of registration and certificate of designation as a private fund limited partnership.8D. Application for designation as a private fund limited partnership.A limited partnership's registered office (ss. 8E-8G)8E. Duty to ensure registered office at appropriate address.8F. Change of address of registered office by general partners.8G. Regulations about change of address of registered office by registrar.A limited partnership's registered email address (ss. 8H-8I)8H. Duty to maintain a registered email address.8I. Change of registered email address.Duty to remove disqualified general partners (s. 8J)8J. Duty to remove disqualified general partners.Officers of general partners (ss. 8K-8Q)8K. Duty to maintain registered officer and named contacts.8L. Change of registered officers and named contacts by general partner.8M. Duty to notify changes in general partner's registered officer.8N. Duty to notify named contact.8O. Duty to notify changes in named contacts.8P. Failure to comply with obligations relating to officers.8Q. Regulations about change of registered officer's address by registrar.Notification of information about partners (ss. 8R-8W)8R. Duty to notify registrar of change in partners.8S. Duty to notify registrar of changes of information about partner.8T. Notification of changes occurring before registration.8U. Failure to notify information about partners.8V. Prohibition on acting unless general partner notified.8W. Regulations about change of general partner’s address by registrar.9. Registration of changes in partnerships.10. Advertisement in Gazette of statement of general partner becoming a limited partner and of assignment of share of limited partner.Notification of other changes in partnerships (ss. 10A-10C)10A. Duty to notify registrar of other changes in partnerships.10B. Notification of other changes occurring before registration.10C. Failure to notify other changes in partnerships.Confirmation statements (ss. 10D-10F)10D. Duty to deliver confirmation statements.10E. Power to amend matters to be confirmed in confirmation statement.10F. Failure to deliver confirmation statement.Power for HMRC to obtain accounts (s. 10G)10G. Power for HMRC to obtain accounts.11. Act valorem stamp duty on contributions by limited partners.12. Making false returns to be misdemeanor.13. Registrar to file statement and issue certificate of registration.14. Register and index to be kept.The registrar (s. 15)15. The registrar.The register of limited partnerships (ss. 16-16B)16. Inspection and copies of the register of limited partnerships.16A. Material not available for public inspection.16B. Records relating to dissolved or deregistered limited partnerships.Restriction on disclosure of information by registrar (s. 16C)16C. Restriction on disclosure of information by registrar.Restriction on use or disclosure of information by partners (s. 16D)16D. Restriction on use or disclosure of information by partners.Disclosure of protected residential address information under court order (s. 16E)16E. Disclosure of protected residential address information under court order.17. Power to Board of Trade to make rules.Dissolution, revival and deregistration (ss. 18-27)18. Duty to notify registrar of dissolution.19. Registrar's power to confirm dissolution of limited partnership.20. Administrative revival.21. Registrar's decision on application for administrative revival.22. Effect of administrative revival.23. Application to court for revival.24. Decision on application for revival by the court.25. Effect of court order for revival.26. Voluntary deregistration of limited partnership.27. Removal of limited partnership from index of names.Winding up: applications and petitions to the court (ss. 28-32)28. Winding up limited partnerships on grounds of public interest.29. Winding up dissolved limited partnerships.30. Power to make provision about winding up.31. Winding up of limited partnerships: concurrent proceedings.32. Power to amend circumstances for notification under section 31.Delivery of documents to the registrar (ss. 33-35)33. Documents to be delivered by authorised corporate service providers.34. False statements: basic offence.35. False statements: aggravated offence.National security exemption from identity verification (s. 36)36. National security exemption from identity verification.Service of documents (s. 37)37. Service of documents on limited partnership.Regulations (s. 38)38. Regulations.Schedule - Required informationSchedule, Part 1 Introduction (para. 1)Schedule, Part 2 Partners (paras. 2-3)Schedule, Part 3 Registered officer (para. 4)Schedule, Part 4 Named contact (para. 5)
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Version status: Partly in force | Document consolidation status: Updated to reflect all known changes
Version date: 26 October 2023 - onwards

32. Power to amend circumstances for notification under section 31.

(1) The Secretary of State or the Scottish Ministers may by regulations amend the list in section 31(3).

(2) Before making regulations under subsection (1) the Secretary of State must obtain the consent of the Scottish Ministers.

(3) Regulations made by the Secretary of State under subsection (1) are subject to the affirmative resolution procedure.

(4) Regulations made by the Scottish Ministers under subsection (1) are subject to the affirmative procedure (see Part 2 of the Interpretation and Legislative Reform (Scotland) Act 2010 (asp 10)).

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