UK Offence Report

Default in filing accounts and auditor’s report: offences

regulation 451(1) of The Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008

This offence was read from the text as made, and no revised version was available, so a later revocation could not be ruled out. Check the current text at legislation.gov.uk.

What the provision says

1 If the requirements of section 441 (duty to file accounts and auditor’s report) are not complied with in relation to an LLP’s accounts for

a financial year and the auditor’s report on those accounts before the end of the period for filing those accounts and that report, every person who immediately before the end of that period was

a designated member of the LLP commits an offence.

Text as made, from legislation.gov.uk. © Crown copyright, reused under the Open Government Licence v3.0. This is the text as originally made; later amendments are not shown here.

Who it binds, and what has to be proved

Binds
a person
Conduct
breaching the provision
Fault element
Strict liability
Burden of proof
No statutory defence — prosecution proves everything

The prosecution must prove that the conduct happened. This is a strict liability offence as drafted: the provision uses no word of intention, knowledge, recklessness or negligence, so there is no need to show that a person meant to do it, knew about it, or was careless.

Intention, knowledge and carelessness are irrelevant to guilt. They may still matter a great deal to sentence.

The provision states no defence, so the prosecution bears the burden on every element of the offence.

Classifier’s reasoning: no word of intention, knowledge, recklessness or negligence in the offence or its provision.

What would breach regulation 451(1)?

These are illustrations, not law. They are generated from the provision’s own words to show the shape of the offence. Whether any particular conduct is caught depends on the full text, on any amendment since, and on the facts.

  1. On these words an offence is committed where a person immediately before the end of that period was a designated member of the LLP.
  2. Doing what the provision prohibits, or failing to do what it requires under the Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008.

Penalty

Mode of trial
Summary only — tried in a magistrates’ court
Maximum fine
£5,000
Standard scale
Level 5
Maximum prison (summary)
Not determined

this is the level 5 value when the instrument came into force (2008-10-01); the standard scale is keyed to the date the offence was committed, and for conduct today the same words mean an unlimited fine.

Sentencing

Offences of this kind are usually sentenced under the guidelines below. This is a mapping by subject, not a finding about this provision, and the links go to a search of the Sentencing Council’s own site.

Prosecution figures

No published per-offence figure was found for this provision, and it could not be matched to a Ministry of Justice offence code. Offences created by statutory instrument very largely do not have one. Absence of a figure is not evidence that the offence is unused.

Status and lifecycle

Current status
Status not determined
Made
17 July 2008
In force from
1 October 2008
Extent
Not stated

How this was established: read from the text as made; no revised version available, so later revocation could not be ruled out.

What the instrument is for

(This note is not part of the Regulations) — the explanatory note published with the instrument, © Crown copyright.

The Limited Liability Partnerships Act 2000 and the Limited Liability Partnerships Act (Northern Ireland) 2002 provide for the creation of limited liability partnerships (LLPs) and for the making of regulations concerning them. These Regulations replace provisions of the Limited Liability Partnerships Regulations 2001 (“the 2001 Regulations”) and the Limited Liability Partnerships Regulations (Northern Ireland) 2004 (“the 2004 Regulations”) which apply to LLPs provisions of the Companies Act 1985 (“the 1985 Act”) and the Companies (Northern Ireland) Order 1986 (“the 1986 Order”) relating to accounts and audit. They apply to LLPs, with modifications, provisions on the accounts and audit of companies contained in the Companies Act 2006 (“the 2006 Act”) and extend to the United Kingdom (reflecting the extent of the 2006 Act). Separate regulations (the Small Limited Liability Partnerships (Accounts) Regulations 2008 (S.I. 2008/1912) and the Large and Medium-sized Limited Liability Partnerships (Accounts) Regulations 2008 (S.I. 2008/1913), to which these Regulations cross-refer, apply to LLPs provisions on the form and content of accounts previously contained in the Schedules to Part 7 of the 1985 Act and Part 8 of the 1986 Order and now prescribed in regulations made under Part 15 of the 2006 Act. Part 1 of the Regulations contains general introductory provisions on citation, commencement, application and interpretation. The Regulations come into force on 1st October 2008, and for the most part apply to financial years beginning on or after 1st October 2008 (regulation 2). Parts 2 to 9 of the Regulations apply provisions of Part 15 of the 2006 Act on accounts to LLPs with modifications. Part 2 of the Regulations applies to LLPs the provisions in Part 15 of the 2006 Act determining when a company or group qualifies as small. Parts 3 and 4 of the Regulations apply to LLPs the provisions in Part 15 of the 2006 Act concerning the keeping of accounting records and the determination of financial years. Part 5 of the Regulations applies to LLPs the provisions in Part 15 of the 2006 Act concerning the preparation of accounts, including new section 410A of the 2006 (which requires disclosure in the notes to accounts of off-balance sheet arrangements) which is applied to large and medium-sized LLPs. Parts 6 and 7 of the Regulations apply to LLPs the requirements in Part 15 of the 2006 Act concerning the publication and filing with the registrar of companies of accounts and auditors’ reports on them. Section 423 of the 2006 Act as applied does not re-enact the current requirement for LLPs to send copies of their annual accounts and auditor’s report to members and others within one month of the accounts being signed. It provides instead for the accounts to be sent no later than the end of the period for filing them with the registrar of companies of, if earlier, the date on which they are actually delivered to the registrar. Section 453 of the 2006 Act and regulations made under it (the Companies (Late Filing Penalties) and Limited Liability Partnerships (Filing Periods and Late Filing Penalties) Regulations 2008 (S.I. 2008/497)) are applied to LLPs with modifications. The penalties which LLPs must pay to the registrar of companies are those specified for private companies in regulation 4 of S.I. 2008/497, the penalty being doubled for late filing in two successive years beginning on or after 1st October 2008. Part 8 applies to LLPs the provisions on defective accounts in the 2006 Act and in the Companies (Revision of Defective Accounts and Reports) Regulations 2008 (S.I. 2008/373). Part 9 applies supplementary provisions of Part 15 to LLPs, including provisions determining when a company or group qualifies as medium-sized and definitions. Parts 10 to 14 of the Regulations apply provisions of Part 16 of the 2006 Act on the audit of accounts to LLPs with modifications. In particular, the new provision in Part 16 on signature of audit reports by the senior statutory auditor (sections 503 to 506), the new offence in connection with the audit report (sections 507 to 509) and strengthened rules on statements by those ceasing to be auditor (sections 519 to 525 as they apply to unquoted companies) are applied to LLPs with modifications. Parts 1 and 2 of the Companies (Disclosure of Auditor Remuneration and Liability Limitation Agreements) Regulations 2008 (S.I. 2008/489) are applied to LLPs. Part 15 prescribes an audit of an LLP as a statutory audit for the purposes of section 1210(1)(h) of the 2006 Act. Part 16 of the Regulations applies provisions of Part 36 of the 2006 Act on offences to LLPs with modifications. Part 17 contains supplementary and interpretation provisions, and Part 18 revocations and transitionals. An Impact Assessment of the effect that these Regulations will have on the costs of business, charities or voluntary bodies has been prepared and is available from the Department for Business, Enterprise and Regulatory Reform, Corporate Law and Governance Directorate, 1 Victoria Street, London SW1H 0ET. It is also available electronically at http://www.berr.gov.uk/bbf/llp/page39897.html. Copies have also been placed in the libraries of both Houses of Parliament.

Read the full note and every offence in this instrument

What Parliament said

Mentions of this instrument in Hansard. Parliamentary material is reused under the Open Parliament Licence v3.0.

Other offences in the same instrument

How this was identified as an offence

Everything above rests on the judgement that this provision creates a criminal offence, rather than mentioning one. That judgement is made by rule, from the words of the provision, and this is the rule that made it — with a confidence of 0.92.

Basis
the provision says a person “commits an offence”
Confidence
0.92 of 1.00

A provision that states a penalty for an offence created elsewhere can read very like one that creates an offence, and the rules can mistake the one for the other. If the text quoted above sets a penalty for something made an offence by another provision, treat the classification on this page with that in mind, and read the instrument.

Check the source