8th Annual Conference of the Partnership, LLP and LLC Law Forum

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 their website.

9-10am - Registration and refreshments (available from 8.30am for early arrivals)

10-10.10am - Welcome

Elspeth Berry, Associate Professor, Nottingham Trent University, UK

11.10-11.30am – refreshments

12.30-1.10pm – lunch, followed by

1.10-1.30pm - round table discussion on the future of the Conference

2.20-2.40pm – refreshments

3.40-3.45pm - Closing remarks and thanks.

3.45pm – adjourn to local hostelry for those able to stay on

For further information, please contact: Elspeth Berry at elspeth.berry@ntu.ac.uk or Dr Xiaocong Liu at xiaocong.liu@ntu.ac.uk.

For updates please check the Partnership, LLP and LLC Law Forum website at https://partnershiplawforum.org/.

How to draft a brilliant LLP/partnership agreement

Corinne Staves (CM Murray)

Corinne gives an overview of partnership/LLP agreement essentials in considering how to draft a brilliant LLP/partnership agreement for a modern, well-protected business operated as an LLP or partnership.  She also highlights key issues firms grapple with and recent trends in drafting agreements for LLPs and partnerships.

Selected Issues in Japanese partnership entities – member exits and protection of member rights

Assistant Professor Dr Alan Koh (Nanyang Technological University, Singapore)

When Japan modernised its law on business entities in 2005, it introduced a new partnership entity with full limited liability for all members: the gōdō gaisha (GK). While the GK has been gaining popularity in certain quarters as an alternative to the still-dominant kabushiki gaisha stock corporation, it remains largely unknown in foreign and international scholarship. This paper provides an overview of this new(ish) business entity form, including basic aspects of governance; critically reviews how the exit of members from the GK is regulated and the extent to which members’ interests are protected under current law; and draws, from Japan’s experience with the GK, lessons for reform and design of partnership law that may be instructive for other jurisdictions.

Accounting and tax consequences in partnerships

Katie Illman and Dominic Longley (S&W)

FRS 102 has introduced accounting changes that will have a significant impact on certain partnerships (and companies) from 1 January 2026. We will discuss the accounting implications of these changes as well as any tax impact on the business and its partners.

The ECCTA’s LP and LLP non-reforms and why they still matter

Richard Smith (journalist and investigator)

Various not-so-little loose ends that the ECCTA left dangling, enabling continuing partnership/LLP abuses.

The reform of Irish limited partnerships

Associate Professor Elspeth Berry (NLS)

The Irish government’s approach to the regulation of limited partnerships (LPs) has for many years prioritised the narrow economic interests of the powerful financial services sector over businesses more generally and the broader public interest. This has created two significant problems. First, non-financial services LPs have missed out on important reforms. Second, LPs have been left open to abuse by wrongdoers, facilitating financial and other criminal offences.

Both problems need to be solved if the government is to fulfil the aims of Project Ireland 2040 to support enterprise generally, create regional growth, and reduce inequality.

This paper explains how this can be done, taking account of the current law, the draft Registration of Limited Partnerships and Business Names Bill 2024, the extensive vulnerabilities of the LP vehicle to abuse, and the reforms necessary to improve partnership law for legitimate businesses beyond the financial services sector.

Convenor and speaker: Elspeth Berry, Associate Professor, Nottingham Trent University

Elspeth has taught and researched partnership law for 30 years and is the founder of the Partnership, LLP and LLC Law Forum. Recent publications include: ‘The True Nature of the LLP: Quasi-Partnership of Quasi-Company?’ (2025) 1 JBL 54; ‘Partnership law: used, misused or abused?’ (2021) 32(2) EBLR 207 (described as a "landmark paper" on the criminal activities of UK partnerships overseas by openDemocracy); and ‘Limited partnership law and private equity: an instance of legislative capture?’ (2019) JCLS 105.

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

Corinne Staves, CM Murray

Corinne Staves is a partner at specialist partnership, employment and regulatory law firm CM Murray LLP.

She advises on all aspects of partnerships, LLPs and professional practices law and practice. For individual partners this includes admission, promotion/demotion, regulation, managing difficult conversations and exit. She advises professional firms on these issues, as well as launching new firms, strategic risk and compliance, regulation, transactions (such as mergers, demergers and LLP conversions), governance and constitutional change and structure (including international structuring).

She also has extensive experience advising on bespoke and innovative solutions involving partnerships and LLPs in both a commercial and a family context.

Corinne was the first female Chair of the Association of Partnership Practitioners and is recognised in the Legal Directories as a leader in this field, with Legal500 commenting that she is “a guru in the partnership world with a strength of drafting skills and professional regulation” and “a compete star…one of the best in the market”. She is the co-author of the 2024 Lexis Nexis book LLP and Partnership Law: A legal and practical guide alongside Jeremy Callman, Elspeth Berry and Naomi Winston.

Associate Professor Dr Alan Koh, Nanyang Technological University, Singapore

Alan convenes the undergraduate course “Company Law & Corporate Governance” and co-convenes the master’s course “Sustainability and Law” at Nanyang Business School (NBS), Nanyang Technological university, Singapore. He teaches, on a visiting basis, international business transactions and arbitration law at Kobe University (where he is Research Scholar [部局研究員]), and Asian business law at the University of Tokyo.

He writes primarily on comparative corporate law and governance, and publishes in law journals in the Anglo-Commonwealth, United States, and Japan. He is the author of Shareholder Protection in Close Corporations (Cambridge University Press, 2022 [paperback 2024]) and a co-editor and co-author of Introduction to Singapore Business Law [シンガポールビジネス法のエッセンス] (Chuōkeizaisha, 2022) (in Japanese).

Alan is an elected Associate Member of the International Academy of Comparative Law (since 2021), a Board Member of the American Society of Comparative Law Younger Comparativists Committee (since 2024), and a member of the Society of Legal Scholars (since 2014).

Katie Illman, S&W

Katie is a director in S&W’s Professional Practices Group specialising in the taxation of international partnerships at both the entity and partner level. She has experience advising businesses on key issues arising as tax legislation evolves, responding to changes to domestic policy and tax rates.

Katie has extensive experience advising firms on their international structure, with a key focus on expansion into new jurisdictions. She regularly advises on partner remuneration arrangements and how to navigate complex partnership-specific anti avoidance legislation. She is a Committee Member for the Association of Partnership Practitioners.

Dominic Longley, S&W

Dominic leads S&W’s Accounting Advisory team, advising private and listed businesses across a wide range of sectors on complex financial and non-financial reporting matters, having a detailed knowledge of IFRS and UK GAAP.

Dominic has an in-depth knowledge of International and UK Financial Reporting Standards and Company Law, across a broad range of technical areas, including, business combinations, financial instruments, share options, leasing and foreign currency. Projects include accounting policy conversions and GAAP analysis, preparation of financial statements and disclosure reviews, mergers and acquisitions, impact assessments and implementation support for new standards, group restructurings, and training – often working as part of cross-functional teams including Transactions Services, Audit and Tax.

Paul Metcalfe, HMRC

Paul joined HMRC in 2002 and is currently the policy and technical lead for partnerships within HMRC’s Business Profits team.

Lucy Homer, HMRC

Lucy joined HMRC in 2020 and is currently a partnerships policy and technical advisor within HMRC’s Business Profits Team.

Richard Smith, freelance journalist

Ex London capital markets IT, now a freelance investigator "for cash or backslaps". Most recently, Richard was part of the Organised Crime and Corruption Reporting Project on the use of shell companies in fraudulent activities, ‘Huge Ecosystem of Unregulated Payment Providers Helps Scammers Collect Victims’ Money’. Other publications include many articles in the Herald of Scotland over the past three years. Past work in broadcast media includes credited and uncredited collaborations with the Australian Broadcasting Corporation, the BBC (File on 4), the Canadian Broadcasting Corporation, NBC of the US and Al-Jazeera.

If you are interested in attending please reserve your place using our online booking form.

The booking deadline is Wednesday 3 September 2025, but please book before Wednesday 27 August to be sure of a place.

If you have any questions, please contact Elspeth Berry: elspeth.berry@ntu.ac.uk