Limited
Partnerships (Amendment) (Jersey) Law 2009
A LAW to amend further the Limited
Partnerships (Jersey) Law 1994.
Adopted by the
States 16th July 2008
Sanctioned by
Order of Her Majesty in Council 10th December 2008
Registered by the
Royal Court 2nd
January 2009
THE STATES, subject to the sanction of Her Most Excellent Majesty in Council, have
adopted the following Law –
1 Interpretation
In this Law, “principal Law” means
the Limited Partnerships (Jersey) Law 1994[1].
2 Article
3 amended
In Article 3(2)(b) of the principal Law, for the words
“one or more persons” there shall be substituted the words
“one or more other persons”.
3 Article
4 amended
(1) In
Article 4(3)(c) of the principal Law, for the words “in the case of
a body corporate” there shall be substituted the words “in the case
of a general partner that is a body corporate”.
(2) After
Article 4(6) of the principal Law there shall be inserted the following
paragraph –
“(6A) The registrar may refuse to register a
declaration if he or she is not satisfied that the occupier of the premises
which are to be the registered office of the limited partnership authorizes
their use as its registered office.”.
4 Article
5 amended
In Article 5(1) of the principal Law, after the words
“Article 4” there shall be inserted the words “(other
than a change in respect of the registered office of the limited
partnership)”.
5 Article
7 amended
For Article 7(1) of the principal Law there shall be
substituted the following paragraph –
“(1) The name of each limited
partnership shall end with the words ‘Limited Partnership’ in full
or either of the abbreviations ‘L.P.’ and ‘LP’.”.
6 Article
8 amended
(1) After
Article 8(1) of the principal Law there shall be inserted the following
paragraph –
“(1A) A limited partnership does not comply with the
requirement in paragraph (1) unless the occupier of the premises which are
the registered office authorizes for the time being their use for that
purpose.”.
(2) After
Article 8(3) of the principal Law there shall be inserted the following
paragraph –
“(3A) The registrar may refuse to register the notice
if he or she is not satisfied that the occupier of the premises which are to be
the registered office of the limited partnership authorizes their use as its
registered office.”.
(3) In
Article 8(4)(e) of the principal Law, for the word “property”
there shall be substituted the words “property or services”.
(4) After
Article 8(5) of the principal Law there shall be inserted the following
paragraphs –
“(5A) The registrar may require a limited partnership
to produce its register during normal working hours to the registrar at its
registered office, for inspection by the registrar.
(5B) A requirement under paragraph (5A) shall be made by
a notice in writing served on the limited partnership. The notice shall specify
a date (being not sooner than 5 days after it is served) and a time at
which the limited partnership is to produce the register.
(5C) The Minister may prescribe information
which –
(a) an applicant for the formation of a limited
partnership; or
(b) a limited partnership,
must provide to the registrar
for the purpose of showing that an occupier of premises authorizes or continues
to authorize the use of the premises as its registered office.
(5D) An Order under paragraph (5C) may contain such
other provisions as are reasonably necessary for or incidental to that
purpose.”.
(5) In
Article 8(6) of the principal Law, for the words “in compliance with
this Article” there shall be substituted the words “in compliance
with any requirement made by or under this Article”.
7 Article
13 amended
In Article 13(1)(a) of the principal Law, for the words
“books and records” there shall be substituted the word
“records”.
8 Article
21A inserted
After Article 21 of the principal Law there shall be inserted
the following Article –
“21A Cancellation
of registration
The registrar shall cancel
the registration of the declaration of a limited partnership on the occurrence
of any of the following events –
(a) on the delivery to the registrar of a
request for its cancellation, signed by each person who is, or is to be on the
formation of the limited partnership, a general partner;
(b) on the delivery to the registrar under
Article 22 of a statement of dissolution of the limited partnership;
(c) on the delivery to the registrar under
Article 24 of a statement of dissolution of the limited partnership;
(d) on the delivery to the registrar under
Article 25 of an Act of the Court ordering the dissolution of the limited
partnership.”.
9 Article
22 amended
Article 22(2) of the principal Law shall be repealed.
10 Article
24 amended
Article 24(3) of the principal Law shall be amended by deleting
the words “who shall thereupon cancel the registration of the
declaration”.
11 Article
25 amended
Article 25(3) of the principal Law shall be amended by deleting the
words “and the registrar shall thereupon cancel the registration of the
declaration”.
12 Article
31A inserted
After Article 31 of the principal Law there shall be inserted
the following Article –
“31A Form
of documents to be delivered to registrar
Where any Article of this Law
requires a document to be delivered to the registrar, but the form of the
document has not been published, it shall be sufficient compliance with that
requirement if –
(a) the document is delivered in a form which is
acceptable to the registrar; or
(b) any information to which the requirement
relates is delivered in material, other than a document, which is acceptable to
the registrar,
and the document or material,
as the case may be, is accompanied by the published fee, if any.”.
13 Article
36 amended
Article 36(3) shall be repealed.
14 Article
36A inserted
After Article 36 there shall be inserted the following
Article –
“36A Criminal
liability for offences by bodies corporate
(1) Where an offence under this Law committed by
a limited liability partnership or a body corporate is proved to have been
committed with the consent or connivance of, or to be attributable to any
neglect on the part of –
(a) a person who is a partner of the
partnership, or director, manager, secretary or other similar officer of the
body corporate; or
(b) any person purporting to act in any such
capacity,
the person shall also be
guilty of the offence and liable in the same manner as the partnership or body
corporate to the penalty provided for that offence.
(2) Where the affairs of a body corporate are
managed by its members, paragraph (1) shall apply in relation to acts and
defaults of a member in connection with his or her functions of management as
if the member were a director of the body corporate.”.
15 Citation
and commencement
(1) This
Law may be cited as the Limited Partnerships (Amendment) (Jersey) Law 2009.
(2) This
Law shall come into force on such day or days as the States by Act appoint.
m.n. de la haye
Greffier of the States