A limited liability partnership (known as a “LLP”) is a type of business partnership. The LLP allows partners to a business to be protected from personal liability for certain types of misconduct of other partners. In other words, partners in a LLP are generally not liable for the negligent or reckless conduct of other partners.
In West Virginia, under the Uniform Partnership Act, a LLP must file with the Secretary of State a “statement of registration” that states:
- the name of the partnership;
- the address of it’s a principal and registered office(s);
- the name and address of a registered agent (where service of process can occur);
- an email address to where notices of annual filings are to be sent;
- a brief statement of the business which the LLP conducts; and
- the name and address of each partner.
The LLP must pay an annual fee that is due no later than July 1st. The fee is paid along with the submission of a statement of any material changes in the information contained in the LLP’s registration notice.
As discussed above, basic information about the LLP must be provided to West Virginia at the time of registration. Thereafter, the LLP must file annual statements that contain any material changes to the initial filing. LLPs, like most partnership business entities, have fewer regulatory and paperwork requirements than businesses formed as corporations.
Like most states, West Virginia gives partners to a LLP personal liability protections from the negligent or reckless conduct of other partners. For example, if one partner commits malpractice the other partners are generally not personally liable for the resulting debts or obligations.
Partners to a LLP are still liable for the normal debts and obligations of the LLP. For example, if the LLP became contractually obligated for a lease on an office space, then each partner could potentially be personally liable for breach of that contract. Furthermore, each partner is responsible for his or her own negligent or reckless acts.
If you are thinking of forming a LLP, then contact a local West Virginia business lawyer today if you have any questions about the legal requirements of owning and operating a LLP.