Establish a proposed LLP for defined collaborative activities, identify the participants, contributions and governance requirements and follow the appropriate formation and support route for your collaboration.

Explore the Collaboration LLP Route

Start by defining the shared business purpose of the proposed collaboration, establish the participants and agreed arrangements, and identify the appropriate LLP formation and governance route.

Start with the defined commercial purpose of the proposed collaboration, including the business activity, project, service or other shared activity the LLP is intended to undertake.

Identify the proposed members, designated members, contributions and control arrangements and establish how each participant is expected to contribute to the collaborative activity.

Settle the principal economic, management, voting, authority and decision-making arrangements required for the proposed collaboration before selecting the appropriate route.

Assess whether the proposed arrangement is sufficiently defined for the applicable LLP formation and governance route, particularly where contributions, control, funding, intellectual property or commercial responsibilities remain unresolved.

Prepare the collaboration facts, participant information and authority evidence required for the accepted route, helping to reduce avoidable delays caused by incomplete or inconsistent information.

Choose the appropriate level of formation, initial records, governance or first-year administration support once the proposed collaboration has been assessed and the applicable scope is accepted.

Where governance support is appropriate, establish the agreed contributions, economics, management, voting and authority provisions within the approved standard or adapted scope.

Coddan CPM is an Authorised Corporate Service Provider (ACSP) and can provide professional assistance with the accepted LLP formation, initial records, governance and applicable first-year administration route.

Where Companies House identity verification or other filing requirements apply, complete the applicable requirements with accurate information; Companies House retains responsibility for statutory examination and registration decisions.

Once the collaboration purpose, participants, contributions and structural requirements are established, proceed with the appropriate LLP route while keeping bespoke agreements, intellectual property, funding, tax, employment and other specialist work within their proper professional scope.

Click Here to Explore the Collaboration LLP Route

A collaboration LLP should begin with a defined shared activity, identified participants and settled core arrangements rather than an assumption that incorporation itself resolves contributions, governance, intellectual property, funding, contracts or commercial responsibilities.
Call us on: 033 0808 0089 if you need professional assistance in identifying the appropriate Coddan assessment, formation and governance route for your proposed collaboration LLP.

Small Business Partnerships: Collaborative LLPs, Governance & ACSP Support

Small-business collaboration · Real participation and settled economics

LLP as a Small-Business Collaboration

An LLP can give two or more owner-operators a separate incorporated organisation through which they carry on one lawful business with a view to profit. It is not automatically the right structure whenever people work together.

Check the collaboration first See the evidence required

Who this guidance is for

Are you creating one business—or only working alongside someone?

This page is for two or more people who intend to combine their work, skills, customers, opportunities, costs, resources, management responsibility or entitlement to profits in one active small business.

It is also for people involved who have used an informal arrangement and now need to decide whether an LLP is appropriate before transferring work, contracts, assets or customer relationships to it.

Coddan’s role: explain the formation route, identify the information and evidence required, determine whether a standard UK LLP formation route is available and coordinate an accepted incorporation. Incorporation does not replace the members’ commercial decisions, an appropriate LLP agreement, tax and accounting work, contracts, asset transfers, insurance, banking or regulated permission.

Organisation before instrument

The suitability decision comes before incorporation

The central question is not simply “Can an LLP be registered?”

Are the people involved establishing one genuine profit-seeking business in which they will act as members, and can that relationship be organised through an LLP without leaving material legal, tax, employment, ownership or regulatory questions unresolved?

The Limited Liability Partnerships Act 2000 permits two or more persons associated for carrying on a lawful business with a view to profit to incorporate an LLP. Registration creates a body corporate with legal personality separate from its members. Legal availability does not establish commercial suitability.

An LLP may fit where

at least two prospective members intend to carry on one continuing lawful business for profit;
they expect active ownership, management or economic participation;
they want the business to operate through a legal person separate from them;
they understand that an LLP has members, not shareholders or directors;
decision-making, profit-sharing and authority can be stated clearly;
the activity is not blocked by professional or regulatory rules; and
they accept the tax, accounting and continuing-filing work that follows.

Another route may fit better where

one person owns and controls the business and the other is really an employee or contractor;
the parties only refer customers, share premises or divide overheads while keeping separate businesses;
the cooperation concerns one defined project better addressed by a project or joint-venture arrangement;
outside investment through shares or a shareholder/director structure is expected;
the model depends on a promised tax result;
material rights, contributions or ownership are disputed; or
a regulator, insurer, lender, platform or contracting authority requires another structure or prior approval.

LLP, employment, subcontracting, informal cooperation or company?
Possible relationship	What the facts may show	Correct next question	Route
Genuine LLP enterprise	Two or more owner-operators carry on one business, share its economics and organise management as members.	Are roles, authority, contributions, profit rights and exit arrangements sufficiently settled?	LLP as a Small-Business Collaboration with UK LLP formation where eligible.
Employment or worker relationship	One party substantially controls the work and the other supplies labour for remuneration.	What is the person’s real legal and tax status?	Employment and tax professional; do not solve by relabelling.
Subcontracting	Separate businesses supply work under a services contract without creating a jointly owned enterprise.	Is a commercial contract sufficient?	Contract and status advice where required.
Informal cooperation	Referrals, shared facilities or divided overheads exist, but each person involved keeps a separate business.	Is a facilities, referral or cost-sharing agreement needed instead?	Legal/accounting route if material.
Defined joint venture	The parties collaborate for a particular venture, asset or limited project.	What vehicle, governance, deadlock and exit arrangements fit the venture?	LLP as a Joint-Venture Entity — available as a separate service.
Limited company	Shares, directors, retained profits or outside equity are central to the intended structure.	Would a company organise ownership and investment more appropriately?	Compare an LLP with a private limited company.

People, authority and control

A member is not created by a job title alone

Member

A person admitted under the incorporation document or the applicable agreement and filing process. Every member is an agent of the LLP.

Designated member

A member with additional statutory filing and compliance responsibilities. An LLP must have at least two designated members at all times.

PSC

A person or registrable entity meeting the applicable control conditions. Member status and PSC status are separate questions.

Worker or contractor

A worker, employee, consultant or subcontractor does not become an LLP member merely because an invoice, contract or internal title calls the person a “partner”.

Section 4(4) of the LLP Act contains a specific employment-status rule for LLP members. Separately, the income-tax salaried-member provisions may treat an individual member as an employee for tax purposes where all statutory conditions are met. A fixed monthly payment, a title or a Companies House filing does not settle the legal or tax outcome.

Identity and personal codes: current Companies House guidance requires individual LLP members and individual PSCs to verify their identity and provide the required personal code. Corporate-member identity verification is scheduled for a later implementation stage. Identity verification confirms identity; it does not prove authority, ownership, commercial suitability or the PSC analysis.

the LLP members and PSC guide — complete member, designated-member, corporate-member and PSC guidance: available separately available as a separate service.

Legal effect

What incorporation creates—and what it does not

Registration creates

When Companies House incorporates the LLP and issues its certificate, the LLP exists as a separate body corporate.

Subject to its agreement and the law, it can contract, hold property, incur liabilities, employ people, sue and be sued in its own name. Each member is its agent, so authority and approval limits must be organised carefully.

Registration does not

prove genuine co-ownership or settle employment status;
allocate profits, drawings, capital or losses as intended;
transfer a business, contract, lease, domain, IP or equipment;
obtain third-party consent, banking, insurance or permission;
settle voting, deadlock, exit or incapacity arrangements;
complete tax, VAT, PAYE, accounts or bookkeeping work; or
complete later accounts, confirmation statements, PSC maintenance or change filings.

Limited liability has limits

Limited liability is not a promise that a member can never be personally liable. Personal guarantees, a member’s own wrongful act, tax liabilities, professional responsibility, unlawful distributions, breach of duty, insolvency rules and obligations personally agreed require their own analysis.

Governance checkpoint

Default rules apply where the agreement does not

The members’ agreement is part of organising the business, not a certificate accessory. Where the agreement does not address a matter, statutory default rules may apply.

Default position and the question collaborators should settle
Matter	Default rule where applicable	Agreement checkpoint
Capital and profits	Members share equally in capital and profits.	Do contributions, work and risk justify equal or different economic rights?
Management	Every member may take part in management.	Which decisions are ordinary, reserved or subject to spending and signing limits?
Remuneration	No member is entitled to remuneration merely for acting in the business or management.	How will drawings, profit shares, expenses and tax reserves operate?
New member or voluntary assignment	All existing members’ consent is required.	What admission, transfer, valuation and payment process is intended?
Business decisions	Ordinary matters may be decided by a majority; changing the nature of the business requires unanimity.	What happens on disagreement or deadlock?
Expulsion	A majority cannot expel a member without an express power.	Are default, incapacity, misconduct and compulsory-exit provisions needed?

Standard or adapted scope

Governance Setup or First-Year Administration may include a completed or adapted standard agreement only where instructions are settled and consistent, approved clauses record them accurately, and no material transfer, dispute, negotiation or bespoke mechanism is required.

Bespoke legal scope

Negotiated economics, vesting, compulsory transfers, restrictive covenants, complex valuation, deadlock, succession, disputed rights, IP, property, trust, foreign-law or regulated-activity terms belong to LLP agreements and governance or a solicitor.

LLP agreements and governance — LLP agreement and governance: available separately available as a separate service.

Information and evidence

What Coddan needs to assess an accepted route

Requests are proportionate to the facts. Not every instruction requires every item, but Coddan needs reliable instructions and evidence about members, authority, contributions, ownership, control and the business relationship.

Purpose-specific evidence schedule
Area	Information normally considered	Why it matters
Applicants and identity	Legal names, dates of birth, nationality, occupation, residence, service and residential addresses; proposed members and designated members; identity-verification status and personal codes.	Establishes the proposed people involved and current filing dependencies.
Ownership and control	Direct and indirect surplus-asset, voting and management-appointment rights; significant influence or control; proposed PSC position.	Member and PSC status are not identical and must be assessed from actual rights.
Intended business	Products or services, customers, market, trading location, current trading arrangements, contracts, invoices, revenue flows, name, branding, start date and accounting date.	Shows whether there is one continuing lawful business with a view to profit.
Roles and economics	Work and management role, time commitment, outside activities, capital, profit shares, drawings, expenses, losses and treatment of absence or departure.	Tests genuine collaboration and agreement fit.
Authority and governance	Voting, reserved decisions, bank and signing authority, admission, exit, default and approval of the instruction.	Determines whether ordinary governance is settled or bespoke work is needed.
Assets and existing rights	Cash, equipment, stock, goodwill, domains, data, contracts, customers, IP, premises, licences and third-party consents.	Incorporation does not transfer these items.
Risk and professional dependencies	Regulated or licensed activity, employment or contractor status, insurance, tax and accounting advice, and KYC, AML, sanctions or source-of-funds information.	Identifies acceptance, referral, enhanced review or refusal boundaries.

Fit for service

Standard formation, assessment, referral or refusal

Standard LLP as a Small-Business Collaboration route

two straightforward UK individual members;
transparent ownership and control;
one genuine continuing business for profit;
settled member, authority and PSC facts;
ordinary, undisputed economics;
no material transfer or bespoke agreement;
complete addresses, identity and personal codes; and
accepted KYC, AML, sanctions and misuse checks.

Assessment, quotation or specialist route

more members or unusual economic rights;
a body corporate, overseas person involved or ownership layer;
trust, nominee or layered control;
possible employment or subcontracting;
disputed contribution, authority or ownership;
material contracts, goodwill, property or IP;
bespoke governance; or
regulated activity or professional clearance.

Pause or refusal

unlawful activity;
nominal or false member, owner or purpose;
concealed ownership, control or authority;
false, altered or unreliable evidence;
artificial registered office;
attempted employment, tax or regulatory avoidance;
unresolved sanctions or AML concern; or
required professional clearance not obtained.

International and corporate complexity: Use international UK LLP formation for overseas members, foreign corporate bodies or evidence, and layered international ownership. The £125 + VAT supplement for an accepted UK body-corporate member does not remove entity, authority, ownership, PSC, KYC or acceptance requirements. Use the international and non-UK LLP route.

Accepted formation sequence

From collaboration facts to an organised LLP

01Recognise the people involved and intended collaborative business.
02Test whether an LLP is suitable, not merely available.
03Establish members, designated members, authority, ownership and PSCs.
04Identify identity, address, KYC and evidence requirements.
05Identify agreement, employment, tax, asset, IP, insurance and regulatory dependencies.
06Confirm UK LLP formation eligibility or route to international and non-UK LLP formation, LLP agreements and governance, assessment, quotation or referral.
07Collect complete and consistent incorporation instructions.
08Prepare and submit through the verified route.
09Record the Companies House outcome and certificate if incorporated.
10Complete included initial records or governance work.
11Put contracts, banking, invoicing, bookkeeping, tax, insurance, data and operations into effect.
12Maintain accounts, confirmation statements, PSC and later-change compliance.

An application acknowledgement or payment does not prove registration. The LLP exists as the registered body when Companies House incorporates it and issues the certificate. Companies House examination does not approve the collaboration, agreement, tax position or business model.

What formation does—and does not—complete

Registration is not the end of organising the business

Work after incorporation
Area	What must be organised	Who handles it or dependency
Contracts and trading identity	Decide which entity contracts and invoices. Existing contracts may require assignment, novation, consent or replacement. Use the LLP’s identity correctly on business communications.	Solicitor and counterparties where required.
Banking and payments	Establish the LLP mandate, payment controls, authority limits and contribution/drawing records.	Bank or payment provider makes its own decision.
Accounting and tax	Bookkeeping, records, annual accounts, partnership Self Assessment, member returns, profit allocation, drawings and capital accounts.	Accountant or tax adviser; LLP annual accounts for the annual-accounts route.
VAT and PAYE	VAT registration when current tests are met; payroll and employer duties where applicable. The current VAT threshold is £90,000.	HMRC and accounting/tax professionals.
Assets and IP	Determine ownership of equipment, stock, domains, branding, software, customer data, copyright, designs and trade marks; document transfers or licences.	IP/legal and tax professionals; LLP as an Intellectual-Property and Licensing Vehicle where purpose-specific.
People and status	Identify members, employees, workers and contractors correctly; arrange contracts, payroll, pensions and health-and-safety measures.	Employment and tax professionals.
Insurance and regulation	Arrange employers’ liability, professional or sector cover and obtain any activity-specific permission.	Insurer and applicable regulator decide.

The nominated partner registers the partnership for Self Assessment. Individual members may have their own registration and return obligations. An employer normally registers for PAYE before the first payday. Coddan’s formation service does not determine salaried-member status, employment status, profit taxation or whether VAT, PAYE, CIS or another regime applies.

Continuing responsibilities

Continuing compliance remains separate

Annual accountsSee LLP annual accounts for accounts work. Confirmation statementSee LLP confirmation statements and continuing compliance for those filings and the annual calendar.

Later changesMember, PSC, registered-office and other changes belong to the relevant formation and continuing-compliance services.

Tax and accountingReturns, VAT, PAYE, bookkeeping and tax conclusions belong to the relevant professionals.

First-Year Administration covers only its defined first-year professional outcome. It does not create unlimited administration or automatic renewal. Later service requires affirmative acceptance.

Choosing a formation package

The packages displayed on this page are available only where the LLP is suitable, the facts are sufficiently settled, the required evidence has been supplied and Coddan accepts the instruction. Selecting a package does not resolve legal, tax, regulatory, ownership, transfer or operational questions.

The selected formation package sets out the work included. Companies House fees, VAT, identity verification, address services, documentary work and professional advice remain separate unless the selected package expressly says otherwise. Overseas people involved, corporate members, layered ownership or other complexity may require the international formation route and a written quotation.

Costs and continuing charges

Professional fees, official fees and separate work

Selected UK LLP formation professional fee + VAT → separate Companies House fee → accepted package outcome → separate implementation and specialist work → separately accepted continuing services.

Official incorporation fees

£100 software filing; £156 official same-day software route where requested, available and accepted; £124 paper filing where appropriate. All are separate from Coddan’s professional fee.

Member supplements

£35 + VAT for each additional straightforward UK individual beyond the two-person allowance; £125 + VAT for an accepted UK body-corporate member. Acceptance is not automatic.

Other costs remain separate

Identity verification, registered office, service addresses, documents, translation and legal, accounting, tax, employment, IP, property, regulatory, banking and insurance work.

First-year boundary

The separate £50 digital confirmation-statement official fee applies where that filing is due. Later accounts, filings, changes and renewal require separate affirmative acceptance. There is no automatic or indefinite renewal.

Coddan can begin the agreed work once it has the information and evidence needed to accept the case, complete identity and KYC checks, confirm the package and fees, and receive filing authority. Companies House controls its own processing and acceptance; no completion time is guaranteed.

Professional review and continuing responsibilities

Who handles each decision and task?

Service and professional boundaries
Question or task	LLP as a Small-Business Collaboration role	formation or continuing-compliance service	Who handles it
One genuine collaborative business?	Explain and diagnose formation suitability.	the LLP-versus-company comparison for full structure comparison.	Legal, tax or employment adviser where status is material or disputed.
Accepted UK LLP incorporation	Identify fit and route.	UK LLP formation.	Companies House registers the LLP.
Overseas or foreign person involved	Identify hand-off.	international and non-UK LLP formation.	Foreign-law, tax and documentary specialists as required.
Members, designated members and PSCs	Collect purpose-specific facts.	the LLP members and PSC guide.	Solicitor for contested ownership or control.
LLP agreement	Explain need and standard-fit boundary.	LLP agreements and governance; UK LLP formation-a governance or first-year-administration package only within approved standard scope.	Solicitor for bespoke, negotiated or disputed terms.
Registered office and addresses	Identify formation information.	registered office, service addresses and LLP records.	Address provider if separately engaged.
Existing business or contract transfer	Identify the dependency.	Not absorbed by LLP as a Small-Business Collaboration.	Solicitor, counterparty and tax/accounting adviser.
Tax, VAT, PAYE or salaried-member analysis	State the dependency.	Not absorbed by LLP as a Small-Business Collaboration.	Accountant or tax adviser; HMRC administers the regimes.
Employment or subcontracting status	Identify possible misclassification.	Not absorbed by LLP as a Small-Business Collaboration.	Employment solicitor and tax adviser.
Banking, insurance, IP or regulation	Identify practical dependency.	LLP as an Intellectual-Property and Licensing Vehicle or relevant specialist page where purpose-specific.	Bank, insurer, IP adviser, solicitor or regulator decides.

Why this route is practical and credible

A managed administrative route, with clear limits

What makes the process manageable

a purpose-specific suitability checkpoint;
a structured person involved, member, PSC and evidence schedule;
agreement and professional-dependency identification;
a clear package, assessment or referral outcome;
separate professional, official and external costs;
accepted filing coordination; and
an record of the filing outcome and included initial work.

What Coddan can evidence

Coddan has provided formation and continuing corporate services since 2005 and operates as a formation agent.

Coddan CPM Limited is supervised by HM Revenue & Customs as a trust or company service provider and is registered with Companies House as an Authorised Corporate Service Provider.

Coddan can assess and coordinate an accepted standard formation within its administrative scope and identify when international, legal, identity, accounting, tax, employment, banking or other professional work is required.

These facts do not imply government endorsement, Companies House approval of the business model, or solicitor, accountant, tax-adviser, employment-adviser, bank or regulator status. ACSP status does not permit Coddan to bypass identity, authority, ownership, KYC, AML or filing requirements.

Rejection, correction and outcome boundaries

Companies House may reject an incomplete, inconsistent, unauthenticated, incorrectly paid or otherwise unacceptable filing. Coddan may correct and resubmit an accepted instruction where the rejection remains within the agreed formation scope.

Separate work or a new quotation may be required where a rejection exposes inaccurate person involved or PSC facts, unresolved identity or personal-code information, a name or registered-office issue, corporate or overseas complexity, disputed authority, a required professional conclusion, or facts that materially change the accepted package or risk position.

Official sources and important limits

Official sources used for this guidance

Only propositions used on this page were extracted. Official guidance can change, so current fees, filing routes and identity requirements should be checked again when an instruction is accepted.

Limited Liability Partnerships Act 2000 Limited Liability Partnerships Regulations 2001 LLP Application of Companies Act 2006 Regulations 2009 Companies House: set up and run an LLP Companies House: LLP incorporation and names Companies House fees Companies House: life of an LLP When identity verification is required Verifying identity for Companies House 2026 LLP PSC statutory guidance HMRC salaried-member guidance Register a partnership for Self Assessment HMRC VAT registration guidance HMRC employer and PAYE registration

Collaboration LLP for Shared Business Activities.

Establish a proposed LLP for defined collaborative activities, identify the participants, contributions and governance requirements and follow the appropriate formation and support route for your collaboration.

Start by defining the shared business purpose of the proposed collaboration, establish the participants and agreed arrangements, and identify the appropriate LLP formation and governance route.

Follow the journey from defining the proposed collaboration to establishing the participants, governance arrangements and appropriate LLP formation route.