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Private Client Section

PAS FAQ: LLPs, appointing partners and incorporation

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I am drafting a will and my firm, an LLP, is being appointed executor. If we incorporate at a later date, will this invalidate the appointment?

In Re Rogers (Deceased) [2006] 2 All ER 792, Mr Justice Lightman considered the effect of a standard appointment of ‘partners’ as executors in a firm which had become an LLP, and held that profit-sharing members of the LLP were to be treated as partners and could apply for probate. While the decision did not mention incorporated practices, the spirit of the judgment would suggest that owners of an incorporated practice ought to be treated as partners for this purpose.

Further, it is possible to include in an appointment of partners in an LLP the possibility of incorporation which would remove any possible doubt.

For further information, see the Law Society’s Probate Practitioner’s Handbook (8th edition) which is available to purchase from the Law Society’s online bookshop.

This FAQ is compiled by the Law Society’s Practice Advice Service telephone 0207 320 5675. Comments relating to it should be sent to Mrs Anjali Mouelhi, Practice Advice Service Manager, The Law Society, 113 Chancery Lane, London WC2A 1PL. Whilst every effort has been made to ensure the accuracy of the information in the FAQ, it does not constitute legal advice and cannot be relied upon as such. The Law Society does not accept any responsibility for liabilities arising as a result of reliance upon the information given.

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