NEWS UPDATE: CAC COMMENCES REGISTRATION FOR LIMITED LIABILITY PARTNERSHIP (LLPs) AND LIMITED PARTNERSHIP (LPs).
By: Emmanuel Adefeso Esq.
The Corporate Affairs Commission (CAC) has announced the commencement of the registration for the Limited Liability Partnership (LLPs) and Limited Partnership (LPs). As declared in a statement issued by the CAC on Tuesday 31st day of August, 2021, the commission has also deployed the registration interface for the LLPs and LPs on the Company Registration Portal (CRP) to enable customers and members of the general public to register.
According to the statement, partners of the LLP are limited to the amount agreed to be contributed or what is outstanding in the event of winding up. The partnership must also consist of, at least, two designated partners who will be responsible for the requirements of the Act by the LLP, with one who must be domiciled in Nigeria. The name of an LLP form of business on registration will end with the word “Limited Liability Partnership” or its abbreviation “LLP”, the commission stated. As for the LP, which is a partnership arrangement involving at least one general partner and a limited partner, the agency said that the liabilities of the general partners are unlimited, while that of the limited partners are limited except he is involved in the management of the partnership. CAC noted that the LP arrangement shall not contain more than 20 business participants, as the last word on the name of business under this arrangement will be “Limited Partnership” or the abbreviation which is “LP”.
It would be recalled that the recently enacted Companies and Allied Matters Act (CAMA) 2020 introduced new forms of business association such as Limited Liability Partnership (LLPs) and Limited Partnership (LPs) into Nigeria’s corporate law and practice. Section 795 to 810 of CAMA 2020 extensively covers requirements for the formation of the new business entities and the roles of the parties involved. However, at the time the Act was signed into law, the procedure to be adopted for the registration was yet to be provided. Therefore, this initiative by the CAC to set in motion the administrative machinery for the implementation of the procedure for the registration of the new business entities as required by the CAMA is highly commendable as it would allow for the practical application of the new CAMA
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