Limited Liability Partnerships Regulations

Any person intending to lodge an appeal to the Minister under the Act shall deliver to the Registrar a notice of appeal stating the grounds of appeal.

The Registrar shall submit to the Minister a copy of the notice of appeal together with the grounds of appeal stated therein.

Except as provided in paragraph (2) or as the Registrar otherwise requires or permits, any transaction with the Registrar under the Act must be carried out using the electronic transaction system on the electronic transaction form provided for that purpose.

If a transaction with the Registrar referred to in paragraph (1) cannot be carried out using the electronic transaction system, the person seeking to carry out the transaction must carry out the transaction with the Registrar in such other form and manner as the Registrar may determine.

The Registrar may refuse to process a transaction with the Registrar if the person seeking to carry out the transaction —

To avoid doubt, a reference to a refusal to process a transaction with the Registrar in paragraph (3) includes, where the transaction relates to the filing or lodging of a document with the Registrar, a refusal to accept the document for filing or lodgment.

The fees specified in the First Schedule are payable to the Registrar.

Where any person fails to comply with the time delimited by the Act for the filing or lodgment of an annual declaration, the penalty specified in Part 1 of the Second Schedule for late filing or lodgment must be paid in addition to the prescribed fee for the filing or lodgment of the document.

Where any person fails to comply with the time delimited by the Act for the filing or lodgment of a document other than an annual declaration, the penalty specified in Part 2 of the Second Schedule for late filing or lodgment must be paid in addition to the prescribed fee for the filing or lodgment of the document.

The Registrar may for any reason waive, refund or remit, whether wholly or in part, any fee specified in the First Schedule or any penalty specified in the Second Schedule.

Payment of fees and penalties under these Regulations must be made in such manner as directed by the Registrar.

Despite paragraph (4), no fee paid is refundable in respect of —

Where a registered corporate service provider is engaged to register a limited liability partnership, a relevant registered qualified individual must, in the manner determined by the Registrar, confirm that the person who is to act as manager of the limited liability partnership —

The confirmations referred to in paragraph (1) must be lodged with the Registrar in the manner determined by the Registrar.

In paragraph (1), “relevant registered qualified individual” means a registered qualified individual (as defined in section 2(1) of the Corporate Service Providers Act 2024) who is, or who is employed, engaged or appointed by, the registered corporate service provider that is engaged to register the limited liability partnership.

For the purposes of paragraph 8(1)(c)(i) of the Fourth Schedule to the Act, the copy of the statement of affairs of a limited liability partnership to be lodged with the Registrar shall be a copy certified in writing to be a true copy of the original statement by the receiver or manager of the property of the limited liability partnership.

The affidavit verifying the account of receipts and payments by the receiver or manager under paragraph 10(1) of the Fourth Schedule to the Act need not be lodged with the applicable form if the lodgment is personally done by the receiver or manager concerned and he declares in that form that the accounts and statements are true and correct.

For the purposes of paragraph 18(1) of the Fifth Schedule to the Act, a statement of affairs of a limited liability partnership shall be verified by affidavit in accordance with the applicable document sworn or affirmed by the person who submits, or by one of the persons who submits, the statement to the Official Receiver or the liquidator of the limited liability partnership, as the case requires, under paragraph 18(2) of the Fifth Schedule to the Act.

For the purposes of paragraph 18(3) of the Fifth Schedule to the Act, the copy of the statement of affairs of a limited liability partnership to be lodged with the Registrar shall be a copy certified in writing to be a true copy of the original statement by the liquidator of the limited liability partnership.

A form lodged with the Registrar in compliance with paragraphs 18(3), 42(4), 55(3) and (4), 63(1) and (3) and 64(1) of the Fifth Schedule to the Act shall be deemed to have been lodged with the Official Receiver upon payment of the prescribed fees for both the lodgments.

Except as otherwise provided in the Act, these Regulations or in any form, an affidavit or a statutory declaration sworn or declared for the purposes of the Act or these Regulations on behalf of a limited liability partnership shall be sworn or declared by a manager of the limited liability partnership.

Where an affidavit or a statutory declaration prescribed by the Act or these Regulations purports to be sworn or declared at a place outside Singapore, the affidavit or statutory declaration shall be sufficient for the purposes of the Act or these Regulations if it purports to be sworn or declared in accordance with the requirements of the law of that place.

Where a limited liability partnership is required under the Act to lodge with the Registrar any instrument, certificate, contract or document or a certified copy thereof and the same is not written in the English language, the limited liability partnership shall lodge at the same time with the Registrar a certified translation thereof in the English language.

Where any accounts or other records of a limited liability partnership required by the Act to be kept are not kept in the English language, the managers of the limited liability partnership shall cause —

The Registrar may, before accepting a translation for lodgment, require the person lodging the translation to furnish to the Registrar such evidence as the Registrar thinks sufficient of the ability of the person by whom the translation is made to make the translation.

In this regulation, “certified translation” means a translation that is certified by a person approved by the Registrar to be a correct translation in the English language.