Conversion and retention tests
LLP partners must be the private company’s shareholders immediately before conversion, with the same assets and capital contribution equal to each person’s former share value. At least 75% of the partnership-interest composition must remain the same for two years. The LLP must not dispose of converted chargeable property to its partners. Breaching either restriction can trigger BSD and SSD with 6% annual interest from 14 days after the instrument.
Supporting application
Use desktop Section 15 Relief. Provide LLP registration, company and LLP ACRA profiles, accounts and partnership agreements proving contributions, asset valuations and a statutory declaration covering ownership and intended disposals. Adjudication fees remain payable whether relief is granted. This asset-transfer relief should not be described as a general waiver of every tax on the conversion.
Official source
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