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6th Annual Conference of the Partnership, LLP and LLC Law Forum

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Conferences

The Conference provides an opportunity to share expertise in partnership and LLP law, practice and policy.  It facilitates networking between academics, practitioners and policymakers in these areas.

  • From: Thursday 14 September 2023, 9 am
  • To: Thursday 14 September 2023, 4 pm
  • Location: Rooms N31 and N38, Newton Building, Goldsmith Street, NTU City Campus, Nottingham,
  • Booking deadline: Thursday 7 September 2023, 12.00 pm
  • Download this event to your calendar

Past event

Event details

The Conference is a well-established annual event which aims to bring together all those with an interest in partnerships, LLPs, LLCs and other alternative forms of business organisation in the UK and overseas. We endeavour to be as inclusive and welcoming as possible, and anyone with an interest in these areas is warmly invited to attend.


For further information about the work of the Partnership, LLP and LLC Law Forum, please visit the website.

Programme

TimingsDetails
9am - 10am Registration and coffee (available 8.30am for early arrivals)
10am - 10.10am Welcome
Elspeth Berry, Associate Professor, Nottingham Trent University, UK
10.10am - 11.10am

Session 1: the view from academia


Professor Peter J Buckley (Alliance Manchester Business School) and Professor Jane Frecknall-Hughes (Open University and University of Nottingham)

Partnerships, limited companies and finance: Their roles in models of internationalisation

Dr Sophie Millington (Trinity College, University of Oxford)

The LLP and the Owner-Managed Business; some empirical observations

11.10am - 11.30amRefreshments
11.30am - 12.10pm

Session 2: the view from investigators

Simon Bowers, Finance Uncovered


Agents of secrecy: "There's always a way out"

12.10pm - 1pmLunch
1pm - 2pm

Session 3: the view from practitioners

Fox & Partners

Whistleblowing: specific considerations for partnerships/LLPs in a professional services and financial services context

Neil Williams, BDO

Developments in partnership/LLP tax

2pm - 2.20pmCoffee
2.20pm - 3pm

Session 4: the view from policy makers

The Law Commission of England and Wales, Commercial and Common Law team

Decentralised Autonomous Organisations (DAOs): are they really partnerships?

3pm - 3.30pmRound table discussion of issues arising from papers, and development of the Forum
Closing remarks and thanks
3.40pm Adjourn to local hostelry for those able to stay on
**For further information, please email Elspeth Berry at elspeth.berry@ntu.ac.uk or check the Partnership Law Forum website

Abstracts of Papers (in Conference Programme order)

Any further abstracts will be made available in due course at the Partnership, LLP and LLC Law Forum website

Partnerships, limited companies and finance: Their roles in models of internationalisation

Professor Peter J. Buckley (Alliance Manchester Business School and Hong Kong Metropolitan University) and Professor Jane Frecknall-Hughes* (Open University and University of Nottingham)

This paper examines the role of the legal form, particularly those of the partnership and limited company, in internationalisation – a topic largely neglected in academic literature. We examine the linkage between funding and regulation; the concept of business life cycle; the changing use of the legal form as an expansion device; and how finance raising becomes part of the development process as well as a means to achieve it.  A series of structural and finance raising models (from business commencement to maturity) sheds new light on the development process.

*Corresponding author: e-mail: jane.frecknall-hughes2@nottingham.ac.uk

The LLP and the Owner-Managed Business; some empirical observations

Dr Sophie Millington (Trinity College, University of Oxford)

Notwithstanding some optimism as to the utility of the LLP for owner-managed businesses operating in non-professional sectors, it has failed to establish itself as a popular form of choice. This session presents empirical research highlighting the perceived common problems associated with the LLP that are encountered by owner-managed businesses, and their advisors alike. The researcher’s evidence indicates that, even though limited liability is typically regarded as attractive, the LLP suffers from a level of complexity, and often disadvantageous tax treatment that make it distinctively problematic for the typical non-professional owner-managed businesses.

Agents of secrecy: "There's always a way out"

Simon Bowers, Finance Uncovered

Taking a look at leading enablers in the corporate secrecy industry, this talk will explore how a handful of agencies marketed and administered large numbers of UK partnerships for anonymous clients in the former Soviet Union, some of them linked to well known money laundering schemes. Simon will look at how this niche industry has evolved over two decades, finding innovative ways to serve publicity-shy clients despite the UK government's drive towards beneficial ownership transparency.

Whistleblowing: specific considerations for partnerships/LLPs in a professional services and financial services context

Fox & Partners

This paper covers:

- how whistleblowing law applies to partners and LLP members? Is everyone protected? This will touch briefly on status

- whistleblowing in professional/financial services practice - whistleblowing by those with responsibility to raise issues e.g lawyers/compliance

- lack of constructive dismissal avenue

-  impact of Roberts v Wilson outcome/solution, but is that here to stay and what does that mean in practice

- regulatory context - industry specific concerns ie financial services protection of whistleblowers and relevance to fitness and propriety

Decentralised Autonomous Organisations (DAOs): are they really partnerships?

The Law Commission of England and Wales, Commercial and Common Law team

A DAO is a novel type of organisational structure involving multiple participants interacting and making decisions online, using a blockchain system, smart contracts, or other software-based systems (which are often open-source). DAOs are increasingly important in the context of crypto-token and decentralised finance ecosystems, and are often contrasted with more traditional forms of organisation, which may function more privately, operate without the use of a blockchain system and smart contracts and have more centralised governance structures. One of the key questions raised in relation to this novel type of organisation is how it can be legally categorised. Some DAOs adopt a recognised legal form or incorporated entity like a company or fund as part of their structure, whereas others are sometimes likened to existing legal forms, such as general partnerships or unincorporated associations. This session will introduce the concept of a DAO – to the extent that any definition is possible – and discuss the elements that might make a particular DAO more or less likely to constitute/involve a partnership.

Speaker Biographies (in Conference Programme order)

Any further biographies will be made available in due course at the Partnership, LLP and LLC Law Forum website

Convenor: Elspeth Berry, Associate Professor, Nottingham Trent University

Elspeth has taught and researched partnership law for 25 years and is the founder of the Partnership, LLP and LLC Law Forum.

Her most recent publications include ‘Partnership law: used, misused or abused?’ (2021) 32(2) EBLR 207-249, ‘Limited partnership law and private equity: an instance of legislative capture?’ (2019) JCLS, Partnership and LLP Law (2nd edn, Wildy, Simmonds and Hill 2018), 'A Weak Vessel? Why the Insolvency Regime for Partnerships and LLPs is Failing to Protect the Salvage or Diminish the Number of Wrecks' (2018) 6 NibleJ 05, and 'Square pegs and round holes: why company insolvency law is a bad fit for partnerships and LLPs' (2018) 31(3) Insolvency Intelligence 88.

Elspeth’s current teaching includes Business Organisations, an LLM module which compares general partnerships, limited partnerships, LLPs and private limited companies. She is a qualified (non-practising) solicitor and contributes the legal updates to the website of the Association of Partnership Practitioners.

Professor Peter J. Buckley (Alliance Manchester Business School and Hong Kong Metropolitan University) and Professor Jane Frecknall-Hughes* (Open University and University of Nottingham)

Professor Peter J Buckley OBE FBA is, from 1st August 2023, Professor of International Business, Alliance Manchester Business School and Visiting Professor at Hong Kong Metropolitan University. He was President of the Academy of International Business (2002-04) and Chair of the European International Business Academy (2009-2012). Appointed Officer of the Order of the British Empire (OBE) 2012 and elected a Fellow of the British Academy (FBA), 2014.

Professor Jane Frecknall-Hughes is currently Professor of Accounting at the Open University Business School and Professor Emerita of Accounting and Taxation at Nottingham University Business School. A chartered accountant and chartered tax consultant, she holds a PhD (in Revenue Law and Tax Practice) and an LLM in Commercial Law, and is a Fellow of the Higher Education Academy. She has held several previous professorial posts in different subject areas (Accounting/Taxation, Law and Revenue Law) at different universities, namely, Leeds, Sheffield, Hull and The Open University. For a number of years she was Chair of the UK Tax Research Network, now the UK’s leading tax research and teaching academic grouping, and is currently Chair of the Education Committee of the Chartered Institute of Taxation.

*Corresponding author: e-mail: jane.frecknall-hughes2@nottingham.ac.uk

Dr Sophie Millington (Trinity College, University of Oxford)

Notwithstanding some optimism as to the utility of the LLP for owner-managed businesses operating in non-professional sectors, it has failed to establish itself as a popular form of choice. This session presents empirical research highlighting the perceived common problems associated with the LLP that are encountered by owner-managed businesses, and their advisors alike. The researcher’s evidence indicates that, even though limited liability is typically regarded as attractive, the LLP suffers from a level of complexity, and often disadvantageous tax treatment that make it distinctively problematic for the typical non-professional owner-managed businesses.

Sophie Millington is a Lecturer in Law at Trinity College, University of Oxford. Her DPhil research, concluded in 2022, investigated factors influencing the selection of business form by owner-managed businesses, as perceived by their advisors. Considerations of note include the apparent advantages associated with limited liability, administrative and compliance burdens, alongside the differential taxation treatment of partnerships, LLPs and private companies (limited by shares).

Simon Bowers (Investigations Editor, Finance Uncovered)

Simon Bowers is Investigations Editor at Finance Uncovered, a nonprofit journalism organisation specialising in follow-the-money, cross-border investigative projects. FU was set up to train, support and collaborate with journalists, primarily in the Global South but also in UK and other well-established media markets. Before joining FU, Simon was European Coordinator at ICIJ, the US nonprofit behind the Panama Papers and other big collaborative projects based on large data leaks. Prior to that, he spent almost 20 years at The Guardian, where he was a senior reporter, specialising in financial and investigative work.

Booking information

If you are interested in attending please reserve your place using our online booking form. If you have any questions, please contact Elspeth Berry.

Booking deadline: Thursday 7 September 12noon. However, our venue has limited capacity so we advise booking early. For any enquiries after this date, please contact Elspeth Berry to check for last minute availability.

Location details

Room/Building:

Rooms N31 and N38, Newton Building

Address:

Goldsmith Street
NTU City Campus
Nottingham

Past event

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