Jurisdiction(s):
United Kingdom

Related legal acts

Key definition

Limited Liability definition

What does Limited Liability mean? In legal practice, limited liability means an owner’s personal exposure for a business’s debts is capped because the business has a separate legal personality. In a company limited by shares, a shareholder’s liability is limited to any unpaid amount on their shares. In a company limited by guarantee, a member’s liability is limited to the sum they agree to contribute on a winding up. These outcomes are set by statute (UK Companies Act 2006; Irish Companies Act 2014) and are broadly consistent across England and Wales, Scotland, Northern Ireland and Ireland. Related forms include UK limited liability partnerships...

LLP Agreements: Displacing Statutory Defaults and Drafting Core Provisions on Governance, Capital/Profits, Members’ Duties, Admissions/Departures, Expulsion/Retirement, Insurance/Indemnities, Insolvency, ADR and Unfair Prejudice

Published by a LexisNexis Corporate expert

Practice notes

It is almost invariably sensible for the partners of a Limited Liability partnership (LLP) to put in place a Limited liability partnership agreement, both to prevent any unsuitable default rules under the Limited Liability Partnerships Act 2000 (LLPA 2000) from automatically taking effect, and to augment the statutory legal regime where it is lacking.

Default provisions

The Limited Liability Partnerships Regulations 2001, SI 2001/1090 (LLPR 2001) provide default terms that will govern how an LLP operates if, and to the extent that, there is no express agreement to the contrary...

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Web page updated on 21/05/2026

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