New Members’ Non-Disqualification Confirmation Letter

This template letter is for use when admitting a new member to an LLP. It is intended to give the LLP additional comfort about the incoming member’s status under the disqualification reforms introduced by the Economic Crime and Corporate Transparency Act 2023 (ECCTA).

ECCTA 2023 reforms applying to LLPs

The reforms under the Economic Crime and Corporate Transparency Act 2023 (ECCTA) extend to LLPs. The ECCTA is being implemented in phases. The first phase of implementation as relevant to LLPs occurred on 4th March 2024 when the Limited Liability Partnerships (Application of Company Law) Regulations 2024 came into force. These regulations amend previous regulations to ensure that certain amendments made to the Companies Act 2006 by the ECCTA apply (with modifications) to LLPs.

As of 4th March 2024, a person may not be a member of an LLP if they are disqualified from acting as a company director. If a member becomes disqualified, the members of the LLP are required to remove that member. If they fail to do so, they commit a criminal offence.

What the incoming member confirms in this letter

This is particularly important for existing LLPs, as there is no power to expel a member of an LLP under statute. The letter is given by the incoming member to confirm:

• they are not, and never have been, disqualified from acting as a company director; and
• they understand that if they become disqualified, they will automatically and immediately cease to be a member of the LLP.

When to use this template

This template letter aims to provide additional comfort to LLPs. LLPs should consider making it a requirement that all new members execute this letter as well as the deed of adherence.

New Members’ Non-Disqualification Confirmation Letter is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.