PART 3 DEFAULT PROVISIONS

The mutual rights and duties of the members and the mutual rights and duties of the LLP and the members shall be determined, subject to the provisions of the Limited Liability Partnerships Regulations 2015 and to the terms of any LLP agreement, by the following rules:

(1) All the members of a LLP are entitled to share equally in the capital and profits of the LLP.
(2) The LLP must indemnify each member in respect of payments made and personal liabilities incurred by him —
(a) in the ordinary and proper conduct of the business of the LLP, or
(b) in or about anything necessarily done for the preservation of the business or property of the LLP.
(3) Every member may take part in the management of the LLP.
(4) No member shall be entitled to remuneration for acting in the business or management of the LLP.
(5) No person may be introduced as a member or voluntarily assign an interest in a LLP without the consent of all existing members.
(6) Any difference arising as to ordinary matters connected with the business of the LLP may be decided by a majority of the members, but no change may be made in the nature of the business of the LLP without the consent of all the members.
(7) The books and records of the LLP are to be made available for inspection at the registered office of the LLP or at such other place as the members think fit and every member of the LLP may when he thinks fit have access to and inspect and copy any of them.
(8) Each member shall render true accounts and full information of all things affecting the LLP to any member or his legal representatives.
(9) If a member, without the consent of the LLP, carries on any business of the same nature as and competing with the LLP, he must account for and pay over to the LLP all profits made by him in that business.
(10) Every member must account to the LLP for any benefit derived by him without the consent of the LLP from any transaction concerning the LLP, or from any use by him of the property of the LLP, name or business connection.
(11) No majority of the members can expel any member unless a power to do so has been conferred by express agreement between the members.