Limited Liability Partnerships Act 2005 · 2020 Revised Edition · Part 5 · Management and Administration
30. Annual declaration
Feedback & supportLast amended by an amending law of 2017.
Every limited liability partnership must lodge with the Registrar a declaration by one of its managers that, in that manager’s opinion, the limited liability partnership either —
limited liability partnership
“limited liability partnership” has the meaning given by section 4(1);
appears as at that date to be able to pay its debts as they become due in the normal course of business; or
does not appear as at that date to be able to pay its debts as they become due in the normal course of business.
The declaration mentioned in subsection (1) must also contain such particulars of, or information concerning, the limited liability partnership as may be prescribed.
The declaration mentioned in subsection (1) must be lodged not later than 15 months after the registration of the limited liability partnership and subsequently once in every calendar year at intervals of not more than 15 months.
Despite subsection (3), the Registrar may, on application by a limited liability partnership, and if he or she thinks fit, grant an extension of time for the lodging of the declaration mentioned in subsection (1).
Registrar
“Registrar” means the Registrar of Limited Liability Partnerships appointed under section 3(2)(a) and includes any Deputy Registrar or Assistant Registrar appointed under section 3(2)(b);
If a limited liability partnership fails to lodge the declaration mentioned in subsection (1) within the time or extended time referred to in subsections (3) and (4), the limited liability partnership shall be —
guilty of an offence and shall be liable on conviction to a fine not exceeding $5,000; and
paragraph 3(2)(d) of the Fifth Schedule applies.
A manager who makes a declaration mentioned in subsection (1)(a) without having reasonable grounds for the manager’s opinion, shall be guilty of an offence and shall be liable on conviction —
manager
“manager”, in relation to a limited liability partnership, means any person (whether or not a partner of the limited liability partnership) who is concerned in or takes part in the management of the limited liability partnership (whether or not the person’s particulars or consent to act are lodged with the Registrar as required under section 29(2));
in the case where the manager is an individual, to a fine not exceeding $5,000 or to imprisonment for a term not exceeding 12 months or to both; or
in any other case, to a fine not exceeding $5,000.
Any person who, in connection with a declaration made under this section, makes a statement or provides information (whether directly or indirectly) to a manager that is false or misleading in a material particular, when the person knows or ought reasonably to have known that the statement or information is false or misleading in a material particular, shall be guilty of an offence and shall be liable on conviction —
in the case where the person is an individual, to a fine not exceeding $10,000 or to imprisonment for a term not exceeding 2 years or to both; or
in any other case, to a fine not exceeding $10,000.
If an offence under this section is committed with intent to defraud creditors of the limited liability partnership or for a fraudulent purpose, the offender shall be liable on conviction —
in the case where the offender is an individual, to a fine not exceeding $15,000 or to imprisonment for a term not exceeding 3 years or to both; or
in any other case, to a fine not exceeding $15,000.[24